OUR SERVICES
CORPORATE
AND COMMERCIAL
At Wong Partnership, our Corporate & Commercial Practice advises a diverse portfolio of clients, from multinational corporations, investment banks and private equity funds to growth companies and emerging start-ups – across Malaysia and the wider Southeast Asia region as well as the Indo-Pacific/Asia-Pacific (APAC) regions.
We partner with our clients to align business strategy with commercially sound, agile and forward-looking legal solutions. Our lawyers are recognised in their respective fields, delivering sophisticated advisory and transactional support with a strong commercial lens.
Our practice encompasses:
Our focus areas includes advisory, strategy consulting and transactional advice for risk structuring. We provide end-to-end guidance across the corporate lifecycle, from structuring and regulatory compliance to complex transactions and strategic investments, ensuring our clients operate with confidence in dynamic markets.
Amongst Our Services:
• Advisory and assistance on Initial Public Offerings (IPOs)
• Advisory on domestic and foreign investments
• Advisory to directors and boards on fiduciary duties and risk management
• Complex commercial contract drafting and negotiation of corporate agreements such as Joint Venture Agreements, Share Sale Agreement, Tenancy/Lease Agreements, Service Level Agreements, Independent Contractor and Consultancy Agreements and transactional documentation
• Corporate governance and regulatory compliance advisory
• Corporate restructuring and credit arrangement advisory
• Cross-border investment advisory and market entry structuring
• Dispute avoidance mechanisms and pre-litigation strategy
• Drafting and negotiation of commercial contracts
• General corporate advisory on Malaysian law and cross-border matters within Southeast Asia and Indo-Pacific/Asia-Pacific (APAC) regions
• Investment structuring and fund-related transactions
• Joint venture and strategic collaboration arrangements
• Licensing, regulatory approvals and compliance advisory
• Mergers and acquisitions, including strategic acquisitions and disposals
• Risk allocation and indemnity structuring
Beyond deal execution, our team acts as strategic counsel to investors and corporate leaders in managing regulatory exposure, contractual risk and cross-border complexities.
We draft and negotiate robust, commercially intelligent agreements that safeguard investment value and provide operational flexibility in dynamic markets.
We combines legal precision with deep commercial insight. We understand that contracts are not merely legal instruments, they are business tools that allocate risk, define relationships and drive value.
Our team works closely with management and in-house counsel to structure, draft and negotiate agreements that protect our clients’ interests while preserving commercial objectives.
Whether advising on transformative corporate transactions or managing day-to-day commercial risk, Wong Partnership aims to deliver strategic and commercially grounded solutions designed to protect value, enable growth and support long-term success.
At Wong Partnership, we advise issuers, arrangers, investment banks, trustees and institutional investors on sophisticated debt capital market transactions in Malaysia and across the Southeast Asia region.
We understand that debt issuances are time-sensitive, highly regulated and commercially strategic. Our team delivers technically rigorous, transaction-focused advice that supports efficient execution while safeguarding regulatory compliance and investor confidence.
At Wong Partnership, our team have vast experience with structuring, documenting, executing, and advising on a comprehensive range of transactions and products, including corporate debt issuances, retail debt instruments and perpetual instruments.
With deep familiarity in Malaysian capital markets regulation and cross-border financing structures, we assist both foreign issuers accessing the Malaysian market and Malaysian corporations raising capital domestically or internationally. We work seamlessly with financial advisers, rating agencies, trustees and regulators to ensure smooth deal execution from structuring to closing.
Amongst Our Services:
• Advisory on Bond and Sukuk issuances
• Advising trustees and bondholders on enforcement and covenant protection
• Convertible and exchangeable securities
• Cross-border debt offerings and foreign currency issuances
• Domestic debt securities offerings including medium term notes, commercial papers, zero-coupon securities, interest/profit-bearing securities, project bonds/sukuk, bank capital instruments, private placements, rated or unrated bonds/sukuk, structured covered bonds/sukuk, under both conventional and syariah principles
• Due diligence and transaction documentation review
• Liability management transactions and debt restructuring
• Programme establishment, upsizing and restructuring exercises
• Regulatory advisory and approvals with the Securities Commission Malaysia and Bursa Malaysia
• Structuring transactions and drafting transaction documents and information memorandum, for either a bullet or one-off bonds/sukuk issuance or issuance under bonds/sukuk programme
• Trust deed documentation and security structuring
Wong Partnership is particularly well-positioned to act on transactions involving foreign issuers, offshore structures and regional capital flows. We provide commercially grounded advice on jurisdictional structuring and regulatory positioning to ensure market accessibility and investor protection.
For local Malaysian corporates and GLCs, we provide strategic guidance on capital optimisation, refinancing exercises and structured debt solutions aligned with long-term growth objectives.
Whether structuring a debut issuance, establishing a programme for repeat access to capital markets, or advising on complex restructuring transactions, Wong Partnership delivers precise, commercially astute and execution-driven counsel.
At Wong Partnership, we advise sponsors, developers, investors, contractors and financiers on the structuring and delivery of large-scale energy, infrastructure and industrial development projects across Malaysia and the region.
Our partners bring extensive experience in complex, capital-intensive projects spanning power generation, renewable energy, highways, rail, water and waste management infrastructure. We understand the commercial realities of project development, from land acquisition and regulatory approvals to bankability, financing and long-term operational frameworks.
We are regularly engaged on transformative national and regional projects, including land acquisition for major highway developments such as SUKE and SKLIA, as well as landmark land reclamation and mixed-use development initiatives including Melaka Port City. Our role extends beyond documentation, we provide strategic structuring advice to ensure projects are legally sound, commercially viable and financeable
Amongst Our Services:
• Advising on project financing structures, including security and bankability considerations
• Advisory for land reclamation and development
• Dealing with the land related arrangements for the project site
• Drafting and Negotiating the EPC Contracts and Operation and Maintenance (O&M) Agreements
• Regulatory strategy, licensing approvals and government liaison
• Negotiation and preparation on the concession agreements and Public-Private Partnership (PPP) arrangements
• Ongoing compliance, variation and dispute advisory throughout the project lifecycle
• Project financing
• Strategic project structuring and risk allocation advisory
• Tender documentation and procurement processes for EPC contractors and O&M operators
We are positioned to support foreign sponsors entering the Malaysian infrastructure market, providing clarity on regulatory frameworks, land laws and governmental engagement. For local corporates and institutional investors, we deliver commercially grounded advice on capital deployment, risk mitigation and long-term asset sustainability.
Our approach integrates legal precision with commercial practicality, ensuring that projects are structured for successful financial close, timely execution and durable operational performance.
At Wong Partnership, our Partners advise start-ups, regional, national, and international franchisors, brand owners and investors, and licensors, as well as sub-franchisors, multi-unit franchisees and other businesses, on the strategic expansion, protection and commercialisation of brands across Malaysia and the Southeast Asia region.
Franchising and licensing are powerful growth strategies, but they are also highly regulated and commercially sensitive. We provide integrated legal and strategic advisory services to ensure that expansion plans are structured for scalability, regulatory compliance and long-term brand integrity.
Our team acts for start-ups launching new franchise systems, regional brands expanding into Malaysia, and international franchisors entering the Malaysian market. We also advise master franchisees, sub-franchisors and private investors acquiring franchise portfolios or multi-unit operations.
Amongst Our Services:
• Acquisition and disposal of individual franchise outlets and entire franchise systems
• Advisory for foreign franchisors entering Malaysia and Malaysian brands expanding cross-border
• Advisory on territorial rights, encroachment risks and rights of first refusal
• Drafting and negotiation of franchise agreements, master franchise agreements and area development agreements
• Development of compliant record-keeping and documentation systems
• Franchise sales compliance and disclosure advisory
• Licensing, distribution and brand commercialisation structures
• Pre-dispute advisory and enforcement of franchisor rights
• Regulatory compliance, prohibited practices and franchisee performance management
• Restructuring and reorganisation of franchise systems
• Structuring, establishment and registration of franchise systems in compliance with Malaysian franchise laws
We understand the commercial drivers behind franchise growth – speed to market, brand consistency, operational control and risk management. Our approach combines regulatory precision with strategic commercial insight to protect intellectual property, preserve brand value and support sustainable expansion.
For international brands, we provide clear guidance on Malaysian franchise regulatory requirements, registration obligations and operational structuring. For local investors and franchise operators, we ensure acquisition transactions, territorial grants and performance structures are legally sound and commercially viable.
Whether launching a new franchise concept, scaling regionally, or acquiring a multi-unit portfolio, we deliver commercially focused and deal-driven legal solutions that enable confident and compliant expansion.
At Wong Partnership, we advise issuers, promoters, investment banks, sponsors and institutional investors on transformative Initial Public Offerings (IPOs) and a full spectrum of equity capital market transactions in Malaysia.
Taking a company public is a defining milestone. It demands regulatory precision, strategic positioning and seamless execution. Our team brings extensive experience advising on listings on the Main Market, ACE Market and LEAP Market of Bursa Malaysia Securities Berhad, guiding clients from pre-listing restructuring through to successful admission and post-listing compliance.
We work closely with corporate leaders, financial advisers, reporting accountants and regulators to ensure a smooth, efficient and market-ready listing process, aligning legal structuring with capital-raising objectives and long-term growth strategy.
Our Partners are also well-versed on various equity capital markets exercises and provides legal advisory to our clients, including rights issue, bonus issue, private placement exercises, issuance of diverse types of preference shares, Employees’ Shares Option Schemes (ESOS) and recurrent related party transactions.
Amongst Our Services:
• Debt-to-equity swaps and capital rationalisation exercises
• Employees’ Share Option Schemes (ESOS) and management incentive structures
• Equity-linked securities, including convertible and exchangeable bonds
• Issuance of reference shares and other hybrid instruments
• IPO on the Main Market, ACE Market and LEAP Market at Bursa Malaysia Securities Berhad
• Pre-IPO restructuring and corporate reorganisation
• Private placements and restricted offers
• Prospectus preparation, regulatory submissions and compliance advisory
• Post-listing regulatory and corporate governance advisory
• Recurrent related party transaction advisory and compliance
• Rights issues, bonus issues and capital restructuring exercise
Wong Partnership is positioned to advise foreign promoters and regional groups seeking access to Malaysian capital markets, providing clarity on regulatory frameworks, listing eligibility and structuring considerations. For Malaysian corporates and emerging growth companies, we deliver commercially grounded advice to optimise valuation, strengthen governance and attract institutional investment.
We approach every capital markets mandate with deal discipline, regulatory foresight and commercial pragmatism, ensuring capital is raised efficiently, risks are managed and long-term shareholder value is preserved.
Wong Partnership covers a comprehensive range of services, including representation in local and regional deals, formulating, negotiating and implementing a wide range of acquisition transactions for buyers and sellers across many industries, including solicited and unsolicited transactions, stock-for-stock (and cash and stock combination) acquisitions, spin-off transactions and other divestitures, and acquisitions of majority and minority interests.
Amongst Our Services:
• Asset sales and purchases
• Conducting legal due diligence exercises and risk assessment
• Corporate restructurings and pre-exit reorganisation
• Cross-border mergers and acquisitions (buy-side and sell-side)
• Demerger between companies
• Joint ventures, strategic alliances and consortium arrangements
• Management incentive and equity participation structures
• Mandatory and voluntary general offers
• Merger and acquisition of private and public companies in Malaysia and the SEA region.
• Private equity investments, venture capital and growth capital transactions
• Post- acquisition integration and governance advisory
• Shareholders’ agreements and investment documentation
• Special purpose acquisition company (SPAC)
• Transaction structuring and tax-sensitive deal planning
At Wong Partnership, we operate at the intersection of capital, strategy and execution. We advise private equity funds, institutional investors, investment banks, multinational corporations and high-growth companies on complex, high-value corporate transactions across Malaysia and Southeast Asia.
We understand that successful transactions require more than technical legal advice, they demand commercial clarity, speed, risk foresight and decisive execution. Our team delivers integrated deal support from structuring to completion, aligning legal strategy with investment objectives and value creation plans. Whether acting on acquisitions, exits, restructurings or capital raises, we focus on protecting downside risk while unlocking upside potential.
At Wong Partnership, we advise technology companies, digital platforms, investors and multinational corporations operating at the forefront of innovation. We provide commercially driven legal solutions that enable growth, regulatory compliance and scalable cross-border expansion across Malaysia and Southeast Asia.
In rapidly evolving sectors such as fintech, insurtech, digital payments, artificial intelligence and online media, legal agility is critical. Our team combines regulatory insight with transactional expertise to help clients structure technology ventures, commercialise digital assets and manage regulatory exposure in complex and highly regulated environments,
We regularly act for start-ups, established technology groups, digital content creators and institutional investors seeking to invest in or acquire technology-driven businesses. We help clients to incorporate and develop innovative technologies to enable their business strategies, with a wide experience in industry growth sectors such as fintech, insurtech, e-payment systems compliance and licensing, the adoption of disruptive technologies, and help clients to navigate cybersecurity issues, digital media regulatory issues, digital taxation, software licensing and intellectual property issues together.
Amongst Our Services:
• Advisory on artificial intelligence, emerging technologies (Fintech, Insurtech) and digital transformation initiatives
• Advisory on digital taxation and cross-border digital operations
• Commercialisation and licensing of proprietary technological assets
• Content licensing, production, acquisition and distribution agreements, including mobile applications, games, music recordings, television programming, film and content distributed over the internet
• Copyright, trademark permissions and IP-driven transactions
• Cybersecurity, data governance and digital risk management advisory
• Digital media regulatory compliance and content governance
• E-sports and online gaming regulatory and commercial advisory
• Merchandising, marketing, advertising and promotional agreements
• Regulatory advisory and licensing for fintech, insurtech and e-payment systems
• Software development, customisation, migration and technology licensing agreements
Our team is positioned to advise foreign technology companies entering the Malaysian market, providing clarity on licensing, regulatory frameworks and digital compliance requirements. For Malaysian technology companies and investors, we deliver strategic guidance on scaling, monetisation and capital deployment in high-growth sectors.
Our lawyers have acted for major local information technology companies in the development, deployment and licensing of mission-critical systems. We understand the commercial imperatives behind technology innovation – speed to market, IP protection, regulatory certainty and investor confidence. Our lawyers have experience in providing legal advice and services for major local information technology companies in the development, customisation, migration, license and utilisation of technologies.
Whether structuring a fintech platform, negotiating a regional content distribution deal, commercialising proprietary software or managing regulatory exposure in emerging technologies, we deliver precise, commercially grounded and future-ready legal solutions.
