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 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

In this small brochure, you will find:

Overview of our firm Page 1

Our legal services Page 2
Our tax and compliance-related services Page 4
Our team Page 6
Our track record Page 8

Overview of our firm

Myanmar has undergone a huge transformation over the last few years. With a projected growth rate of
7.0% for 2019 (Asian Development Bank), it boasts one of the fastest-growing economies worldwide.
The country welcomes foreign investors: 100% foreign-owned investments are permitted in most
sectors. Where requirements to team up with a local partner exist, it is usually sufficient for the local
partner to hold as little as 20% in the joint venture. Myanmar has greatly accelerated most investment
approval procedures; a company can usually be established within a few days.

We at Lincoln Myanmar have assisted a large number of foreign investors as well as local companies
that wished to take in foreign capital. We pride ourselves in offering result-oriented work, high
dependability and a fast response time. Nevertheless, our prices are significantly lower than those of
many competitors due to efficient management and a small overhead.

Our firm is ranked in IFLR1000 and Chambers and Partners.

In addition to legal advice, our team of local and foreign lawyers and accountants provides the full range
of compliance services such as company secretary services, payroll, accounting and tax filing.

In this little brochure, we have outlined the scope of our services and our track record and introduce our
team. We would be pleased if an opportunity were to arise for us to assist your business in Myanmar.
Please do not hesitate to contact us if you are interested - we will be happy to visit you at your office at
a time convenient to you to personally introduce our firm and our services.

In the meantime, may we invite you to visit our homepage (www.lincolnmyanmar.com) and subscribe to
our newsletter? It is very informative and we are receiving quite a lot of praise for it. We look forward to
hearing from you.

Sebastian Pawlita Nyein Chan Zaw

Managing Director Director

- 1-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Our legal services

Among others, we offer the following legal services:

1. General corporate and licensing

Registration of companies, branches and representative offices

Assistance with re-registration under the new Companies Law
Obtaining MoUs for, and registration of, international non-governmental organizations
(INGOs)
Obtaining investment permits and endorsements from the Myanmar Investment
Commission and the Regional and State Investment Commissions
Obtaining other required licenses and registrations such as documentation required to
open a trading business under the various Ministry of Commerce Notifications
Obtaining Central Bank approval for cross-border shareholder loans and third-party
loans
Winding-up of companies, branches and representative offices

2. Government relations

Building relationships with relevant authorities

Lobbying causes
Negotiating with authorities

3. Contract drafting

Drafting of any required contract or other instrument

Contract review
Negotiating contracts

4. Due diligence

Land due diligence as to ownership, ownership disputes, land use rights and other legal
issues
Due diligence of companies as to directors, shareholders, paid-up capital, business
scope, etc.
Due diligence of individuals as to reputation risks

5. Labour law-related services

Registering labour contracts with the township labour office

Representing clients in labour disputes

- 2-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

6. IP-related services

Registering trademarks, patents and designs

Publishing cautionary notices
Stopping infringements through negotiations, with the help of the police or the court

7. Legal opinions

Issuing legal opinions

8. Debt collection

Amicable debt collection

Debt collection with police help and/or the help of the courts

9. Banking-related services

Drafting contracts and other instruments for a security package; registering security
documents (to the extent possible); issuing legal opinions on perfection
Obtaining Central Bank approval for loan agreements
Liaising with the Central Bank on regulatory requirements

10. Litigation and enforcement

Through our local lawyers, litigation in all courts of Myanmar

Enforcement of foreign arbitral awards

11. Translations

Translations of legal texts from English to Myanmar and from Myanmar to English

12. Service to society

Civil advocacy
Lectures for civil society groups

- 3-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Our tax and compliance-related services

Furthermore, we offer the following tax and compliance-related services:

1. Corporate secretarial services

Preparing and maintaining statutory registers according to the new Companies Law
Preparing board of directors’ resolutions and shareholders’ resolutions; recording them
as prescribed in the new Companies Law
Preparing and making required filings with DICA to the new Companies Law
Re-registering companies, branches and rep offices under the new Companies Law

2. Providing a nominee resident director/authorised representative

3. Personal income tax compliance/payroll services

Calculating and making monthly (or quarterly) advance payments to the tax authorities
on behalf of the client
Obtaining and translating the receipt
Preparing and filing the annual summary
Registering employees with the Social Security Board
Calculating and making monthly payments to the Social Security Board

4. Accounting services

Setting up the chart of accounts

Bookkeeping
Preparation of monthly reporting packages
Preparation of annual financial statements
Auditing the annual financial statements (in cooperation with a local CPA)

5. Corporate income tax compliance

Calculating and making quarterly advance payments on behalf of the client

Preparing and filing the annual corporate income tax return

6. Commercial tax compliance

Registration for commercial tax purposes/annual renewal

Calculating and making monthly advance payments on behalf of the client
Preparing and filing the paperwork for offsetting input tax with output tax
Preparing and filing the quarterly and annual commercial tax returns

- 4-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

7. Withholding tax compliance

Calculating the amount to be withheld and preparing the withholding tax form
Paying the withheld amount to the tax authorities on behalf of the client

8. Stamp duty compliance

Revenue-stamping instruments at the tax office on behalf of clients

Negotiating with the tax authorities

9. Customs compliance

Registering clients as importer/exporter

Negotiating with the Customs Department
Preparing and filing appeals

10. Compliance with immigration rules

Reporting the arrival of foreigners (“Form C”)

Obtaining visa extensions
For foreigners residing in the country for more than 90 consecutive days: Obtaining
foreigner registration certificates, stay permits and special multi re-entry visas
For foreigners working at an MIC company: Obtaining labour cards

11. Labour law compliance

Registering labour contracts with the township labour office

- 5-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Our team

Sebastian Pawlita

Sebastian, one of the founders of Lincoln, is qualified as lawyer and tax advisor in
Germany and has been in Myanmar since January 2013. He had a career in “Big Law”
prior to relocating. Chambers and Partners ranks him as a Band 3 lawyer. Sebastian
speaks English, Japanese and German.

Nyein Chan Zaw

Nyein is the co-founder of Lincoln. Prior to starting a career in law, he managed his
parents’ various business interests. He has a natural talent for negotiating difficult
cases with difficult people; he is furthermore our government relations officer. Nyein
speaks Myanmar and English.

U Kyaw Hoe

U Kyaw Hoe assists our clients as outside counsel. He is a member of the NLD Central
Executive Committee and used to represent the current State Counselor, Daw Aung
San Suu Kyi. He has been in private practice since 1980 and assisted a large number of
individuals and companies in a variety of legal matters. As an advocate, he represents
Lincoln’s clients at the High Courts and the Supreme Court.

U Aye Lwin

U Aye Lwin spent his early professional life in government service before turning
private practice. A lawyer for 30 years, he assists Lincoln’s clients in particular in
litigation. U Aye Lwin is also an expert on land law. He speaks Burmese and English.

Thet Hsu Wai

Thet Hsu Wai worked in the legal department of a local bank for many years where
she took care of land due diligence, lease agreements and corporate matters. She
joined Lincoln on 1st August 2017. Thet Hsu Wai speaks Myanmar and English.

- 6-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Zar Chi Win

Zar Chi Win worked in private practice for many years prior to joining Lincoln. She is in
charge of land due diligences, regulatory compliance and debt collection. Zar Chi Win
speaks Myanmar and English.

Hnin Yi Phyo

Hnin Yi Phyo heads Lincoln’s accounting practice. Assisted by two more staff, she
does payroll, tax compliance work, bookkeeping and financial reporting for our
clients. Before joining Lincoln, she was the lead accountant of a foreign chemical
distribution company and, prior to that, the chief financial officer of an NGO. Hnin Yi
Phyo speaks Myanmar and English.

Zaw La Hkawng

Zaw La Hkawng is our “newest acquisition;” he joined Lincoln on 3rd August 2017.
After studying law and social science at undergraduate and post-graduate levels in
Myitkyina and Yangon, he trained with a local law office in Myitkyina. Apart from
assisting us with general corporate work, Zaw La Hkawng helps us with translations.

Nang Wutyee Aye

Prior to joining Lincoln as a translator, Nang Wutyee Aye worked for NGOs and
private sector companies in various capacities. She is the person behind the high-
quality English translations of Myanmar laws that Lincoln offers for the benefit of the
firm’s clients. Nang Wutyee Aye speaks Shan, Myanmar and English.

- 7-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Our track record

The firm’s lawyers have been involved in, among others, the following transactions:

1. Banking

Advising a Thai bank on regulatory issues

Advising on several cross-border loans of various sizes (among others, preparation of
the security package)
Assisting a foreign micro-finance company with setting up operations in Myanmar

2. Corporate and M&A

Setting up numerous companies and branches

Obtaining MIC permits in several cases
Drafting and negotiating several joint venture agreements
Conducting legal and tax due diligence on local companies
Advice on employment issues
Advice on agency and distributorship agreements
Tax structuring of investments

3. Natural Resources

Advice on the successful bid by a foreign oil and gas company for an offshore block in
the 2013 bidding round
Advising an Indonesian state-owned enterprise in connection with a tin and tungsten
mining project
Advising a Japanese company on a large mining project in Sagaing
Advising an oil and gas company on their daily operations

4. TMT

Land due diligence for the acquisition of tower sites by a foreign tower company
Obtaining licenses for the same company
Setting up subsidiaries and branches of telecom suppliers and advice on their daily
operations
Advising the local buyer on the acquisition of an English language newspaper

5. Energy, Infrastructure

Advice on a joint venture for the operation of a chemical plant

Advice on the lease of a large petrochemical plant from a state-owned enterprise

- 8-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com
 LINCOLN LEGAL SERVICES (MYANMAR) LIMITED

Advising an Indonesian state-owned enterprise on an ultimately aborted project to

operate several cement plants in a joint venture

6. Real Estate

Land due diligence for various projects

Drafting and registration of lease agreements
Advising several foreign hotel chains on their operations in Myanmar
Assisting real estate developers in various projects (land due diligence, corporate due
diligence of the joint venture partner, contract review, advice on the security package)
Deal structuring, company incorporation, drafting of contracts, general legal and tax
advice for what is without doubt the biggest investment in airport duty free space in
Myanmar

7. Wholesale, retail, transport

Assisting a Thai cash-and-carry with all legal aspects of its market entry; obtaining an
MIC permit
Advising a Japanese logistics company on market entry; obtaining an MIC permit
Advising a local/Japanese logistics joint venture on legal and tax issues of their
operation; obtaining an MIC permit
Setting up the corporate vehicle for, and advising on all legal and tax aspects of, another
local/Japanese logistics joint venture

8. Litigation, debt collection

Representing the plaintiffs in a multi-million USD lawsuit between airlines in Yangon

Representing the foreign re-insurers in a multi-million USD dispute in Yangon
Assisting foreign trade insurers with the collection of debt in Myanmar
Assisting a bank with the investigation of a fraud case, achieving the arrest of the
suspects
Advising a global hotel operator on the enforcement of a foreign arbitral award in
Myanmar

9. Assistance to non-governmental organisations

Setting up operations (INGO registration; registration of several rep offices)

Negotiating MoUs and securing non-objection letters from local and regional authorities
Supervising the construction of several school buildings
Recouping donations from a fraudulent local operator
Administering bank accounts

- 9-
La Pyi Wun Plaza, Room 409 (4th Floor), 37 Alan Pya Pagoda Road, Dagon Township, Yangon
Phone: +95-9-262546284 (English) or +95-9-790488268 (Myanmar)
E-mail: [email protected] - Web: www.lincolnmyanmar.com