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The Legal Dispatch Room

Internships at AEI: Cherie Tan
 

1. What were some of the challenges you faced?

The greatest challenge I faced was comprehending what was happening with any particular file I was placed on. The work is fast-paced and having had little experience in corporate work, it took a fair bit of effort trying to understand the clients’ interests and what to look out for in the drafting of agreements. I also had to quickly get up to speed on financial and accounting terms, which up until my internship had remained mostly a foreign language to me.

2. What was the highlight of your internship experience?

The highlight of my internship was being roped into an ongoing deal involving the acquisition of a company. During calls, I observed that the team was always ready to ask the right questions and make the necessary clarifications and suggestions to ensure the clients’ concerns were suitably addressed. This was made even more exciting when I was given the opportunity to revise a draft letter of intent following a call to incorporate the relevant changes. While I was keen to apply my skills, I was more deeply impressed by how the team valued the input of their interns and was genuinely invested in their learning experience.

3. What did you learn?

Perspectives matter. This principle manifests itself in two ways.

First, what is reasonable in one party’s eyes may appear unreasonable to the counterparty. Parties can have differing understandings of a deal and thus come in with vastly different expectations of what each other’s obligations should entail. This can be tricky to navigate and a corporate lawyer’s expertise is needed to guide the parties to their end-goal of making the deal happen.

Second, the fine print is important – and so is the big picture. It is crucial to pay attention to the details, but one should also have the ability to assess a deal holistically to achieve an outcome that is acceptable to all parties.

For example, an incident that was particularly eye-opening for me was when Andrea distilled the essence of a potential deadlock between the parties, which allowed the clients to take a step back and approach negotiations from a fresh perspective.

4. What advice would you provide to future interns?

Ask why you’re doing what you’re doing. Understanding the rationale of any given task saves time and helps you deliver better quality work. Remember to also ask about timelines to ensure that you prioritise your time wisely. Lastly, don’t be afraid to try new things! This can be daunting, but trust that you’re working under close supervision and that you have excellent mentors to turn to for feedback and guidance.

5. Did you enjoy your time?

I definitely did. The people at AEI value interns as members of the team and are interested in shaping fruitful and fulfilling experiences. I benefitted greatly from the strong culture of mentorship and am grateful to have met kind and able mentors.

6. How was your work-from-home internship experience?

I felt that my internship experience was diminished by the lack of physical interaction due to the COVID-19 restrictions, as there were fewer opportunities to get to know the team and my fellow interns, although this was through no fault of the firm. Everyone remained highly approachable and easily contactable, and the close-knit character of the team was palpable. I also appreciated that the internship continued to be held despite the less than ideal circumstances, and that the process was a smooth one, with the firm providing office laptops for our use.

 
DKSH's acquisition of Singapore medical device distributor Medworkz
 

AEI Legal is proud to have advised DKSH on its acquisition of Singapore medical device distributor Medworkz.

With this deal, DKSH builds its orthopedics capabilities and continues the expansion of its medical device distribution, sales, and marketing platform for Asia Pacific.

Listed on the SIX Swiss Exchange, DKSH operates in 36 markets with 32,450 specialists, generating net sales of CHF 10.7 billion in 2020.

Read more on Bloomberg:
https://www.bloomberg.com/press-releases/2021-02-16/dksh-announces-two-acquisitions-in-asia-pacific

AEI lawyers Andrea Chee, Yuho Bong & Zhitian Law advised DKSH.

 
ASEAN Data Management Framework & Model Contractual Clauses
 

Companies transferring data across borders need to navigate the diverse approaches to data in ASEAN’s various jurisdictions. The ASEAN Data Management Framework (“ASEAN DMF”) provides step-by-step guidance to companies regarding data governance structures and safeguards, and the Model Contractual Clauses for Cross Border Data Flows (“ASEAN MCCs”) offer template terms to govern the rights and obligations of parties transferring data across borders. 

The ASEAN DMF provides a step-by-step guide, including for data governance structures and safeguards. For example, an ecommerce business can develop clear guidelines to manage the data that it possesses or receives as part of its operations. Names, telephone numbers and addresses as well as invoice amounts and delivery times should be categorised into personal data, business data or other categories as management deems appropriate. Thereafter, management should assess the risk and impact of any breach, and assign appropriate safeguards such as data backups, password protection and/or access control, depending on the sensitivity of the data. Safeguards should strike a balance between achieving a suitable level of protection, and over-protection which may hinder use for business purposes.  

The ASEAN MCCs, which were approved in January 2021 by the Association of Southeast Asian Nations Digital Ministers’ Meeting (“ADGMIN”), are template terms for businesses transferring personal data across borders.  

There are two types of MCCs: ‘Controller-to-Processor’ (“C2P MCC”) and ‘Controller-to-Controller’ (“C2C MCC”).  

A C2P MCC is used when a “Data Importer” (a party receiving data from a party in another jurisdiction) is contracted solely to process data, or to provide a related service using the data. Under the C2P MCC, the “Data Importer” is obliged to, inter alia, (i) process data solely in accordance with the “Data Exporter’s” instructions and for specific purposes (ii) limit further disclose or transfer data to third parties; and (iii) if disclosure to third parties is required, obtain the consent of the “Data Exporter”. 

A C2C MCC is used when a “Data Importer” will process the transferred data for its own purposes and will assume authority, control and responsibility for the imported data. Under the C2C MCC, the “Data Importer” and “Data Exporter” must determine the potential risk of data breaches, undertake to implement suitable security measures, and administer controls and security safeguards relating to the storage and processing of transferred data.   

Singapore’s Personal Data Protection Commission (“PDPC”) has provided additional guidance regarding the use and modification of MCCs. For example, as Singapore’s Personal Data Protection Act (“PDPA”) covers data regarding both living and deceased persons, the PDPC recommends that the definition of “data subject” in an MCC include deceased persons.

More details:
https://www.pdpc.gov.sg/help-and-resources/2021/01/asean-data-management-framework-and-model-contractual-clauses-on-cross-border-data-flows

Nicholas Lee contributed this update.