Yau Jun is presently a Partner dealing with a spectrum of areas including project development, corporate & commercial, construction & infrastructure, and power-related transactions.
His main practices are as follows:
- Engineering, procurement, commissioning, and constructions (“EPCC”) of infrastructure-related projects, which covers the documentations, preparation, negotiation, and finalisation of, the letter of award, EPCC contract, operations and maintenance contract (O&M), lease contract, joint venture and shareholders’ contract (including any other pre-bid or teaming agreement), off-taking contracts, utility and power supply contracts, and various other documents incidental and required under the relevant project.
- Mining and project development-related transactions including advising, on the laws applicable at the Federal and State level for mining activities, and compliance aspect for undertaking pre-mining, mining and post-mining activities in compliance with the SOP.
- General corporate and commercial advisory services, including documenting, preparing, negotiating, and finalising agreements such as management agreement, services contracts, specific design agreement, supply agreement, power of attorney and other ancillary documents.
- Mergers and acquisitions-related transactions, including documenting, drafting, preparing, negotiating, and finalising assets and/or share sale and purchase agreement, joint venture agreement, and other such ancillary documents.
- Legal compliance matters – such as compliance with the Board of Engineers and/or Architects Malaysia requirements, Lembaga Pembangunan Industri Pembinaan Malaysia (CIDB) requirements, occupational safety and health, environmental compliance, manufacturing licence application and others.
- Review and advise the client on the risks and exposures relating to various tender documents, including concession agreements and grant documents.
- Perform and assist clients on their contract administration, daily operational-related corporate and commercial advisory services, especially providing legal inputs, including drafting and negotiation of documents related to a project or a client.
Some of Yau Jun’s notable transactions, which are not exhaustive, are as follows:
- Advised and assisted an airport operator in its tender exercises, including drafting the relevant concession agreement and such other ancillary documents, in respect of a proposed operation, maintenance, and upgrade of a district cooling co-generation plant.
- Advised and assisted an airport operator, as a foreign counsel, in reviewing a concession agreement to perform and manage passenger service offering and other ancillary documents.
- Advised and assisted a client in a proposed development of maintenance, repair and overhaul facility on a build-to-suit and lease basis. The preceding includes advising on the agreement to build and lease, the memorandum of lease, performance security documents, and other ancillary documents.
- Advised a leading conglomerate in its proposed build, construct, finance, and lease of a proposed data centre, located in the Southern State of Malaysia. The preceding includes reviewing a spectrum of documents related to the project.
Food & Beverage
- Advised a multinational conglomerate involved primarily in the beverage industry, including reviewing, amending, and commenting, on its construction contracts templates (including other documents related to such relevant construction contracts), to be adopted, as master copies, by its contractors and suppliers, as part of contract documents.
- Represented an investee company in acquiring the right to act as the sole and exclusive business development agent concerning one of the largest franchise restaurant brand and businesses. The completion of the transaction has driven approximately 130 or more existing restaurants businesses to a new height, which includes endeavours to remodel and renovate all existing restaurants.
- Represented a well-known business operator (including A&W Malaysia) in advising and drafting various tenancy and lease agreements from the perspective of both the landlord and tenant.
- Represented an investee company in purchasing a well-known coffee chain and the right to operate as a master franchisee.
- Advised a well-known and established Chinese construction company in respect of the proposed development, procurement, construction, and completion of four hospitals or specialist centres in various States in Malaysia.
Hotels and Casinos
- Advised an investee company, as its foreign counsel, on a cross-border sale and purchase of casino cum hotel transaction, including drafting and advising on the sale and purchase agreement, management agreement, security bonds, and other ancillary documents.
- Assisted and advised a service provider on the development, operation, and management of a newly built hotel, on a centralised basis, including advising, amending, negotiating and finalising the centralised services agreement, design review agreement, operating services agreement, license agreement, and other such ancillary documents.
Manufacturing and Servicing Plant
- Advised an international investee company concerning the proposed development of a printed circuit board manufacturing factory on a build and lease format. The preceding includes advising the agreement to build and lease, the lease agreement, and other ancillary documents..
- Advised a client on seven separate tender submissions to various employers, including reviewing and advising on the various tender documents. The preceding includes drafting and submitting proposed deviations to the employer.
- Advised an investee company on its expansion of various materials handling systems for conveyor lines in respect of a terminal, including drafting the engineering, procurement and construction contract, performance security documents, and other ancillary documents.
- Advised on the development and construction of 6 packages and phases of works concerning a few blocks of factories that carry out various manufacturing activities. The preceding transactions were finalised through several amended construction contracts prescribed by the Malaysian Institute of Architects.
- Advised on the laws applicable at the Federal and State level for high-profile mining activities, and compliance aspects for undertaking pre-mining, mining and post-mining activities in compliance with the relevant standard operating procedures. The transaction involved conducting a site visit, strategising and structuring the best-suited commercial arrangement and structure to enable the client to undertake the relevant mining activities.
- Advised an investment holding company as the proprietor of several plots of land in Pahang, in respect of bauxite mining activities on the said land, particularly about drafting the necessary documents for the appointment of a mining operator.
- Advised a leading company in industrial minerals as the proprietor of several plots of land in Perak in respect of Federal and State laws concerning their mining activities on State land.
Renewable Energy and Sustainability
- Biomass – Advised an investee company, acting in the capacity of a “white knight”, in its proposed install, build, construct, operate, and lease of a proposed upgrading of an underperforming central utility facility utilising biomass as feedstock.
- Solar power – Advised a worldwide manufacturing solution provider in drafting project documentation in respect of a proposed installation of a roof-top solar photovoltaic equipment on its premises to generate electricity for its self-consumption, under the Net Energy Metering Scheme, including other ancillary projects within the premise such as the construction of a new car park.
- Solar power (floating solar panels) – Advised a client to bid for a proposed floating solar panel tender exercise. The preceding includes advising on the corporate structure, reviewing the prescribed concession agreement, and drafting proposed deviations to the various tender documents.
Tunnel and Highway
- Assisted and advised on the feasibility studies and preliminary works related to the development and construction of a highway tunnel project in Malaysia.
- Advised an investee company in its bidding exercise for the development, design, construction, operation and maintenance of a 365,000tpa waste to energy waste treatment facility in Malaysia, including drafting the term sheet for the engineering, procurement and construction contract, the operation and maintenance agreement, technology agreement and providing legal advice on the project structure.
- Advised an investee company of the national strategic investment fund on the engineering, procurement, commissioning, construction, and operations & maintenance of a 100tpd scheduled waste-to-energy plant complete with interconnection facilities in Malaysia.
- Advised an investee company on designing, developing, constructing, and completing a unique one-of-its-kind landfill, including drafting, amending, negotiating, and finalising the construction contract.
Other Significant Project Developments and Corporate Exercises
- Advised an investee company on its proposed acquisition of a power plant, which is of cross-border nature. The transaction involved reviewing and commenting on various legal documents and contracts including the power purchase agreement, EPCC, and operations and maintenance agreement.
- Represented an investee company in relation to a proposed rescue and take-over of a loss-making utility facility on a build, own, operate, and transfer (“BOOT”) concept. The foregoing includes advising on land, easement, and encumbrances related matters, as well as drafting other BOOT documents such as construction agreement, operations and maintenance agreement, lease agreement, performance securities, and such other relevant documents.
- Member, Malaysian Bar
- Author, “Ensuring Timely Payment in Construction Industry”, the Sun (26 May 2014)