About Louise TAN

Louise Tan is a Partner and has 28 years of legal experience. She worked as a Legal Assistant with Lee & Lee in 1981 – 1986; and as an Assistant Official Assignee, Assistant Official Receiver and Assistant Public Trustee with the Legal Service in 1979 – 1981.

In 1986, she joined another major law firm where she was a partner in the Banking, Finance and Property Department. Louise Tan returned to Lee & Lee in November 2005 and currently heads the Corporate Banking and Finance Practice Group.

Louise has been named by Global Counsel 3000 as one of the leading experts in banking and finance in South and South East Asia. She was also named as Recommended Lawyers in the Singapore section of Global Counsel Web’s Leading Specialists in Corporate Real Estate: Which Lawyer? (previously known as PLC Global Counsel 3000).

In The Asia Pacific Legal 500, Louise was mentioned to “lead a team acting for banks and borrowers on the range of banking work, REITs are a strong area, along with property and construction project financing”.

Louise was cited in the Chambers Global “The World’s Leading Lawyers for Business” as a lawyer who “always grasps the commercial requirements in any case immediately”. Under her leadership, the firm’s banking team “found favour with clients due to the fact that it sticks to unreasonable deadlines and works hard to keep clients happy”. The team was also described as “attentive to the client’s needs” and “crystal clear when offering advice”.

In the 2007/2008 issue of The Asia Pacific Legal 500, Louise is described as the “foremost finance expert” and in its 2008/2009 issue, Louise has been named as a leading individual. In the 2008 issue of Chambers Asia in its Guide to Asia’s Leading Lawyers for Business, Louise is named as a leading individual and “praised for her appreciation of which points are of commercial importance” and in its 2009 issue, the team at Lee & Lee is “best known for its financing work within the real estate sphere.... particularly in connection with REIT financing.  A long-established name in the Singapore market, the team has won some impressive mandates”.

Some Significant Deals/Case Highlights: -

• July 2009: acting for a local bank in its SGD350,000,000 loan to a Singapore-incorporated Borrower. The loan is secured by a Guarantee from the Borrower’s shareholder, which is listed on the SGX.
• July 2009: acting for the Singapore branch of a French bank to draft its Memoranda of Mortgage to be registered at the Singapore Land Registry
• July 2009: acting for the Singapore branch of a French bank in transferable loan of SGD65 million for refinancing the Borrower’s development project
• March 2009: acted for the Lenders in a $1 billion loan to Singapore Telecommunications Limited
• March 2009: acted for DBS in a $350 million facility to CDL Real Estate Investment Trust.
• February 2009: acted for the Export Finance and Insurance Corporation (Australia) in facilities granted to the Alfasi group
• December 2008: acted for a foreign bank in a structured finance transaction with another foreign bank and their respective subsidiaries. The transaction was worth GBP 700 million.
• November 2008: acted for the Lenders in a $350 million loan to Singapore Telecommunications Limited
• November 2008: acted for the Lender in a SGD 72 million bilateral loan to a Singapore-incorporated Borrower. The loan was secured by a proportionate Guarantee provided by the Borrower’s 3 shareholders, 2 of which are not incorporated in Singapore.
• October 2008: acting for OCBC in a $100 million loan to Singapore Press Holdings Limited
• September 2008: acted for OCBC in a loan of $66.3 million – development financing (Casa Nassau).
• September 2008: acted for UOB in a dual-currency RCF facility of $100 million to Mapletree Investments
• August 2008: acted for the Borrower in a $100 million revolving credit facility granted by HSBC (OUE)
• August 2008: acted for the Bank in a loan of $192 million – development financing (MCL Land (Warren)).
• June 2008: acting for the Lenders in a $150 million loan to Singapore Telecommunications Limited
• June 2008: acted as Singapore counsel to the Mandated Lead Arrangers in USD273 million financing for share acquisition by the Borrower of the target company
• Acted for the Original Mandated Lead Arrangers with respect to the securities for the facilities amounting to S$4.2 billion to Resorts World at Sentosa Pte. Ltd. for the development of Singapore’s second Integrated Resort.
• Acted for The Royal Bank of Scotland plc and DBS Bank Ltd. in respect of the funding of CDL Hospitality Trusts, which is a stapled trust based on a business trust (CDL Hospitality Business Trusts) and a hospitality REIT (CDL Hospitality REIT). Louise’s work included drafting and negotiating the terms of the Facility Agreement, Assignment of Contracts, Assignment of Insurances, Debenture and Mortgage. The aggregate amount of the facilities of S$270 million were used to finance the purchase of 4 hotels and for working capital.
• Acted for the lenders in the Singapore Waste to Energy Project (also known as "the Fifth Incinerator Project"), with respect to their funding S$102,544,000 in limited recourse facilities, and in particular, advised on and prepared the securities. This transaction was subsequently awarded “Utilities Deal of the Year 2006” by the Project Finance magazine and “Asia Pacific PPP Deal of the Year 2006” by Project Finance International.
• Acted as Singapore counsel to the lenders to finance Affinity Precision (S) Pte. Ltd.’s acquisition of First Engineering Limited. This transaction consisted of a bridge loan in the first phase and takeout facilities in the second phase. The firm also advised the lenders on the “whitewashing” of the financial assistance in the said acquisition. The Singapore law securities securing the facilities are share mortgages, debentures and a mortgage.
• Acted in an acquisition from the Urban Redevelopment Authority of a site at Changi Cove, which land is to be developed into a hotel and acted for one of the shareholders in the joint-venture for the said acquisition.
• Advised the Bank of Scotland in the amendment of senior and mezzanine facility agreements to increase their respective amounts and represented the Lenders in the taking of various local law securities in relation to the acquisition of the Singapore entity in a global group of companies.
• Acted for a foreign branch of major local bank in a transferable loan facility of up to Japanese Yen 1.23 billion for borrower in Mumbai.  Facility secured by a hypothecation deed with security agent being a national central bank. The transaction was completed within three days of receipt of instructions.
• Acted for a local subsidiary of a leading investment company borrower in respect of the documentation of transferable loan facilities of an aggregate amount of S$562 million secured by an Assignment of Proceeds, an Assignment of Insurances, Debenture, Intercreditor Agreement and a Mortgage and the proceeds of the facilities were used to fund the borrower’s purchase of two prestigious office blocks. This transaction was completed in 3 weeks.
• Acted for a major local bank with respect to a term loan facility and a revolving credit facility to finance the acquisition of the Grand Plaza Park Hotel City Hall and advised the bank on the “whitewashing” of the financial assistance in the said acquisition. The securities include a Mortgage, a Debenture, an Assignment of Hotel Management Agreement, an Assignment of Rental Proceeds, an Assignment of Insurances and a Deed of Confirmation and Subordination.
• Acted for 2 leading banks in a transferable loan facility, revolving credit facility, overdraft facility and bank guarantee facility of an aggregate amount of $933.5 million for the Borrower’s en-bloc acquisition of a condominium development.
• Acted for Rock Productions Pte Ltd in its acquisition of a site at Vista Xchange one north from JTC Corporation, and its sale of the retail area of the building to be constructed to a CapitaLand entity. The estimated cost of this Project is S$660 million.
• Acted for borrower in their borrowings of up to S$1 billion comprising a syndicated loan of up to S$450,000,000 and a S$550 million Secured Medium Term Note Programme secured by Mortgages, Assignments of Rental Proceeds and Assignments of Insurances.
• Acted for major local bank in a transferable loan facility, revolving credit facility, overdraft facility and bank guarantee facility of an aggregate amount of S$250 million. The facilities are secured by an Assignment of Property and Mortgage, an Assignment of Sale and Rental Proceeds, an Assignment of Contracts, a Deed of Subordination and a Deed of Undertaking. The RCF and overdraft facility were for construction of the Project to be erected.
• Acted for major local bank in a term loan facility and fixed advance facility secured by a Mortgage, Assignment of Contracts, Assignment of Rental Proceeds, Deed of Subordination, Deed of Undertaking and a Security involving an assignment of Bond Proceeds and a charge over Fixed Deposits. The facilities were granted for the construction of “The Cathay”, a 17-storey entertainment, shopping and apartment complex.
• Acted for banks in respect of banking facilities of up to S$280 million to finance the Borrower’s en-bloc purchase of all 34 units in a condominium development and construction of the future project, including drafting and negotiating the terms of the Facility Agreement, Assignment of Contracts, Assignment of Insurances and Mortgage.
• Acted for a subsidiary of Wheelock Properties, with respect to its refinancing of a term loan and new construction loan for Scotts Shopping Centre and The Ascott Singapore.
• Acted for a major local bank with respect to a term loan facility to finance retrofitting and capital expenditure works at the Royal Plaza on Scotts and Claymore Point. The facility was secured by a Mortgage, Debenture, Assignment of Insurances and Assignment of Rental Proceeds.
• Acted for a major local bank with respect to a term loan facility to finance upgrading and retrofitting works at the Grand Hyatt Singapore. The facility was secured by a Mortgage, Debenture and Assignment of Insurances.
• Acted for major local bank in a transferable loan facility (with an embedded bond call option) and revolving credit facility (“RCF”) of an aggregate amount of S$140 million. The facilities and the bonds were secured by a Mortgage, an Assignment of Rental Proceeds, an Assignment of Insurances and a Deed of Undertaking. The RCF was for construction of the Project to be erected.
• Acted for major local bank in a term loan facility, revolving credit facility and bank guarantee facility of up to S$150 million secured by a Mortgage, Assignment of Insurances, Assignment of Sale and Rental Proceeds and Deed of Undertaking. The revolving credit facility was for the construction of a project to be erected.
• Acted for a listed borrower with respect of the documentation of an unsecured term loan facility of an aggregate amount of $180 million to refinance its existing short term bank borrowings and for general corporate funding.
• Acted for a borrower with respect of the documentation of revised loan facility of an aggregate amount of $163 million granted by several banks and secured by debentures made in favour of each bank, a mortgage, a postponement of mortgage and a pari passu deed.
• Acted for the borrower, a joint venture company of Lehman Brothers Holdings and Kajima Overseas Asia, with respect to the financing of its acquisition of Crosby House.
• Acted for major local bank in a term loan facility, revolving credit facility and bank guarantee facility of up to S$150 million secured by a Mortgage, Assignment of Insurances, Assignment of Sale and Rental Proceeds and Deed of Undertaking. The revolving credit facility was for the construction of a project to be erected.
• Acted for Goldman-Sachs in the negotiation of the syndication loan agreement for the syndication of the transferable loan.
• Acted for a borrower with respect of the documentation of a land and construction loan facilities of S$166.72 million secured by an Assignment of Construction Contracts, an Assignment of Insurances, an Assignment of Proceeds, an Assignment of Building Agreement, Deed of Undertaking, Deed of Subordination and a Mortgage and the proceeds of the facilities were used to finance the land cost and for the construction of an integrated site comprising a business hotel, residential blocks and commercial facilities.
• Acted for a Singaporean borrower in a Japanese syndicated loan and advised the foreign lenders on the capacity of the Singapore borrower.
• Acted for major local bank in an overdraft facility, bank guarantee facility, revolving credit facility and term loan facility of up to S$161 million secured by a Mortgage, Assignment of Sale and Rental Proceeds, Debenture creating fixed and floating charges, Deed of Subordination and proportionate corporate guarantees.
• Acted for Facility Agent and Arranger in a revolving advances facility of up to S$50 million provided by 11 Tender Panel Members. 
• Acted for major foreign bank in Singapore in a term loan facility of up to S$100 million which is secured by a Mortgage, Assignment of Sale and Rental Proceeds, Deed of Subordination and proportionate corporate guarantees.
• Acted for major local bank in a term loan facility of S$100 million secured by a Mortgage, an Assignment of Rental Proceeds and an Assignment of Insurances.
• Acted for major local bank obtaining and putting in place collateral cross securities to secure existing outstandings owing to the bank by a group of companies which was in default, which securities included local properties and properties in USA.
• Acted for major local bank and its Borrower in a transferable loan facility of an amount of S$23 million with an arrangement by the execution of Interest Rate Swap Agreement (ISDA) such that the interest payable to the bank and its transferees was "zeroised".  The firm also acted for the Borrower in its renounceable rights issue of 44 million warrants.
• Acted for major local bank in a transferable loan facility of S$110 million with an embedded bond call option, and the agent for several working capital lenders providing working capital line facilities to the borrower of up to the aggregate amount of S$39 million. The TLF, the bonds and the working capital line facilities were secured by Mortgages, Assignments of Sale Proceeds, Charges of TLF Interest Amount and also a benefit of a Put Option given by a corporate entity (“Option Provider”) which provides that in the event of a default by the borrower, the Option Provider would purchase the mortgaged property at a pre-determined price.
• Acted for major local bank as Coordinating Bank and Security Agent, and the other lenders in Standstill Agreements, Debenture and Mortgages given to the Security Agent for the benefit of the lenders and a Security Sharing Agreement which relate to the securities given to the lenders.
• Headed a team to review, update, redraft and/or restructure the existing documents (including standard letters of offer and security documents) and legal processes of a major local bank.
• Acted for major local bank as original lender, agent, arranger and security agent in transferable loan facilities of an aggregate amount of S$132 million. The facilities are secured by a Memorandum of deposit of title deeds of a prestigious commercial property together with the deposit of title deeds of such property, an Assignment of Sale and Rental Proceeds, an Assignment of Insurances and an Assignment of an Escrow Account. The facilities were used to refinance existing facilities.
• Acted as Singapore counsel for a major foreign bank as agent bank and lender in syndicated credit facilities of US$400 million secured by inter alia, a Credit Agreement and Cash Collateral Account Security Agreement, and reviewing the Singapore law legal opinion in connection with the same.
• Acting for major local bank as lender, agent and security agent in restructuring of banking facilities granted to a listed borrower including the provision of new securities, preparation of Security Sharing Deed and Restructuring Agreement.
• Acting for foreign borrower in its restructuring of debts of an aggregate amount of US$350.1 million owing to multiple lenders and financial institutions (including the conversion of part of its debts to equity and the issue of convertible bonds).
• Acted for an Indian bank and advising them on the taking of security over the share portfolio of a foreign company to secure borrowings comprising term loans, non-convertible debentures and working capital lines granted to an Indian borrower, liasing with foreign counsel on the preparation of the mortgage of shares, including shares in 4 different hedged funds (3 incorporated in British Virgin Islands and 1 in Cayman Islands), obtaining of deeds of undertaking from the administrators of the hedged funds (all located in Bermuda) and the custodians and investment managers located in U.S.A. and Bermuda, and the issue of foreign legal opinions on the mortgage of shares.
• Acted for major local bank in the mortgagee’s sale of real estate including those properties with uncompleted projects and with units in such uncompleted projects sold by the defaulting developer to third parties.
• Acted for major local bank as lender in restructuring of banking facilities granted to a borrower in connection with restructuring of a group of companies including the discharge of existing debenture and mortgages held by the bank and the novation of the liabilities of the borrower and acting for that bank in the grant of new facilities of up to S$30.6 million to another borrower in the group following the restructuring of the group of companies including the taking of new debenture, mortgage and corporate guarantees, security sharing arrangements with another lender holding securities over the same assets.
• Acted for major foreign bank in a Land Loan and a Construction Loan of an aggregate amount of S$71 million which are secured by an Assignment of Property and Mortgage, an Assignment of Sale and Rental Proceeds, an Assignment of Contracts, a Deed of Subordination and a Deed of Undertaking. The Loans were used for the construction of the Project to be erected.
• Acted for two major local banks in their granting of transferable loan facilities and working capital lines of up to an aggregate amount of S$22 million which are to be secure by mortgages and debentures, and the security sharing arrangements between the two banks with respect to the securities.
• Acted for major local bank as original lender, agent, arranger and security agent in transferable loan facilities and intraday advance of an aggregate amount of S$187.8 million for financing the purchase of shares in a company which owns a commercial development. The facilities were secured by a Share Mortgage and Charges Over Accounts. The transaction also involved compliance with provisions under Section 76 of the Companies Act relating to financial assistance given for the purchase of shares.
• Acted for major local bank in a term loan facility, short term advance facility, omnibus facility (involving an overdraft facility and revolving credit facility) and interest rate swap facility of up to S$82 million secured by a Mortgage, Assignment of Contracts, Assignment of Rental Proceeds, Assignment of Insurances and Deed of Subordination. The facilities were granted for the construction of a high rise condominium development.
• Acted for major local bank in the interpretation of the Basel II Accord for its implementation of the Basel II Accord.
• Acted for foreign bank in its proposed merger with another foreign bank (including issues on banking secrecy and confidentiality agreement).
• Acted for borrower with respect of the documentation of term loan facilities, revolving credit facility and bank guarantee facility of an aggregate amount of S$41 million secured by an Assignment of Construction Contracts and Construction Guarantee, an Assignment of Proceeds, an Assignment of Insurances, Corporate Guarantee and a Mortgage. The facilities were for financing the land cost, development charge, and construction cost and for the issue of bank guarantees.
• Acted for borrower with respect of the documentation of term loan facility, revolving credit facility, overdraft and banker’s guarantee facility of an aggregate amount of S$65 million secured by a Debenture, an Assignment of Insurances, Subordination Deed and a Mortgage. The facilities were used to refinance the borrower’s existing facilities and its working capital.
• Acted for major local bank with respect of the documentation of a term loan facility of an aggregate amount of S$70 million secured by an Assignment of Insurances, an Assignment of Rental Proceeds, a Deed of Subordination and a Mortgage. The facilities were used to refinance the borrower’s existing facilities and its working capital.
• Acted for the agent bank in respect of a foreign syndicated loan facility of an aggregate amount of 82 million Euros involving (i) the reviewing of foreign law documents – the Facility Agreement, the Intercreditor Deed and the Deeds of Accession; (ii) the handling of the taking as security the Singapore assets of the Borrower, including preparing a Debenture, Mortgage and Share Mortgage, and (iii) attending to the completion of the Asian Tranche of the loan in Singapore.
• Acted for major local bank with respect to land, construction loan, development charge loan and banker’s guarantee facilities for the en-bloc purchase of Beverly Mai, involving 52 units.

Telephone

65574 813

E-Mail-Address

louisetan@leenlee.com.sg