概要

Mayer Brown is one of the few global law firms with a full-service shipping practice. Our experience extends across the full spectrum of maritime law, covering both ship finance and shipping litigation and arbitration. With a strong team of shipping lawyers with several decades of maritime experience and offices in the Americas, Europe, Asia and the Middle East, we offer clients local market knowledge with a truly global reach, making us the "go-to" shipping law firm. 

We are widely recognized as a pre-eminent law firm for shipping in Hong Kong, where we have been providing legal services for more than 150 years, as well as in China, and Singapore—the locations of Asia’s busiest ports. Our strength and depth enable us to handle transactions across Asia and make us the team of choice for key players in the region. Our clientele spans the industry from ship finance banks, lessors and insurance companies to ship owners, shipbuilders, charterers, pool operators and ship managers.

Complementing Mayer Brown's ship finance team, our shipping disputes team is a leading advisor for charterparty arbitration and ship mortgage enforcement. When there has been a downturn in the shipping economic cycle, Mayer Brown has assisted and advised its ship finance and ship leasing clients in relation to their customers' defaults. We have acted for banks and lessors in numerous ship finance workouts, involving many high-profile shipping company insolvencies.

Ship Finance and Financial Leasing

We advise leasing companies, banks, other financial institutions and shipowners on a variety of financing and financial leasing activities including:

  • Reviewing and advising on finance, re-finance and financial leasing structures and term sheets
  • Drafting and negotiating all types of credit facilities and pre- and post-delivery finance documents secured on an individual ship or on a fleet basis
  • Drafting and advising on finance leases
  • Advising on guarantee facilities and security documents for different flags (including vessel and mortgage registrations worldwide through a network of correspondents)
  • Advising on cross-border arrangements, trust structures, off-balance sheet and export credit agency-backed financing
  • Advising and drafting documentation for shipping debt purchases and disposals 

Export Credit Financing

Our clients benefit from the depth of our experience with transactions related to export credit agencies on ship finance matters. We continue to act for major lenders, arrangers and borrowers in drafting and negotiating finance documents covered by CEXIM, Sinosure, K-sure and the Export Credit Agencies of Denmark and Norway.

LNG

We act for lenders, sponsors and other participants in LNG projects, as well as for large purchasers, transporters and distributors of natural gas with regard to the regulatory and business aspects of its purchase, storage, transportation, distribution and sale. We have a long history of advising clients on LNG vessel time charters, new-building contracts, LNG terminal user agreements and marine services agreements for operation of LNG terminals.

Our key appointment includes acting as legal advisers to consortiums of sponsors comprising major shipping companies in the region in their LNG project tenders and financing/refinancing projects.  

Ship Trading and Registration

We advise on all aspects of the acquisition and sale of ships including:

  • Drafting and reviewing sale and purchase agreements and demolition contracts and all related documentation
  • Establishing shipping funds
  • Assisting with ship registration on the Hong Kong register, as well as all other major ship registries including Panama, Liberia and the Marshall Islands

Shipbuilding

Our shipbuilding experience comprises advising shipbuilders, repairers, insurers, owners and operators on:

  • Drafting and negotiating shipbuilding, ship repair and supervision contracts, refund guarantees and performance bonds 
  • Advising on contentious maritime matters arising out of shipbuilding contracts, including speed and other warranty claims and disputes, delays in delivery and cancellation, pollution and environmental matters and other regulatory issues

Ships at Work

In addition, we advise on contracts for employment of ships including drafting, reviewing and negotiating commercial contracts relating to:

  • Bareboat charterparties, hire purchase agreements and leases
  • Liner services
  • LNG projects
  • Pooling arrangements
  • Time and voyage chartering and contracts of affreightment

Shipping Litigation and Arbitration

We advise on the full range of contentious maritime matters, including:

  • Charterparties and bills of lading
  • Sale and purchase disputes
  • Ship arrest and mortgage enforcement
  • Ship management agreements
  • Bunker and repair claims
  • Marine insurance claims
  • Personal injury
  • Pollution and environmental matters
  • Restructuring, bankruptcy and insolvency (including workouts and Chapter 11 and 15 issues)

実績

Ship Finance

  • Advised a leading PRC shipping group on a US$3.022 billion financing transaction of 53 new ships with CEXIM. This is one of the largest ship financing deals in the world. This transaction is significant as instructions came from the newly-formed merger of COSCO Shipping and China Shipping Group, which has become the largest ship owner in the world.
  • Advised a leading PRC shipping group on the US$1.75 billion financing agreement with CEXIM on its newbuilding program. The loan is one of the largest on record and will be used to fund COSCO's orders of 53 new ships at Chinese shipyards. The deal was a crucial move to promote the implementation of the PRC State Council's program on scrapping and building replacements at Chinese shipyards.
  • Advised a syndicate of eight international banks led by an experienced European ship finance bank on the US$325 million 7 year secured reducing revolving credit facility to the borrowing entity of the Hong Kong listed Pacific Basin Shipping Limited. The security package involved 50 dry bulk vessels owned by the Pacific Basin group, 41 of which were subject to existing mortgages. 
  • Acted for a PRC state owned bank on a US$105.6 million secured term loan facilities to a leading independent charter owner and manager of containerships for the financing of two 10,000 TEU container vessels.
  • Advised an experienced European ship finance bank on a US$274.8 million secured syndicated term loan facility for the purpose of financing or refinancing the acquisition of eight tankers ultimately owned by a leading PRC leasing company.  
  • Advised a leading European Bank, Singapore Branch on a US$120 million secured Sinosure backed syndicated term loan facility for two container vessels ultimately owned by a leading financial service provider, which was recently acquired by a leading independent charter owner and manager of containerships in its drive to solidify its industry leading position as the largest independent containership owner operator. 
  • Advised a leading Taiwanese Bank on a US$115 million secured syndicated term loan facility for three container vessels ultimately owned by a leading PRC leasing company. 
  • Advised the Hong Kong Branch of a PRC state owned bank on a US$112 million secured loan facility to refinance the acquisition of one LNG carrier m.v. "Golar Crystal" which was originally financed under a sale and lease back structure between Oriental Fleet Limited, a wholly-owned subsidiary of Hong Kong listed Cosco Shipping Development and Golar LNG Limited. 
  • Advised a leading global bank as lender on a US$91.4 million secured term loan facility to a leading international shipping business for the purpose of financing its acquisition of three newbuilding 74,500 dwt class product tankers constructed by a Korean shipyard.
  • Advised two leading global banks on a US$92.4 million secured syndicated term loan facility for 2 existing bulkers and 2 newbuild bulkers constructed by PRC shipyards ultimately owned by the shipping arm of Chinese steel mill and part of the Singapore based conglomerate with operations in property, development, commodities trading and shipping.
  • Advised a leading international bank as agent for a syndicate of lenders on a US$346.25 million secured loan facility to finance the purchase of 9 new tankers by a PRC leasing company supported by long term bareboat charter arrangement with a large shipping group headquartered in the United Kingdom. We have also liaised with Marshall Islands, PRC, Isle of Man, Singapore and Maltese legal advisers in respect of the relevant foreign legal services required for this transaction.
  • Acted for a PRC bank on certain loan facilities to two Marshall Islands borrowers owned by a Turkish company to finance their acquisition costs of two bulk carriers, with Sinosure providing insurance to cover 95 percent of the total charterhire amount payable by the bareboat charterer to each borrower under the relevant bareboat charter.
  • Acted for a PRC bank on certain loan facilities to six Panamanian borrowers owned by a PRC shipowning company to finance their acquisition costs of six bulk carriers, with Sinosure providing insurance to cover 95 percent of the loan facility and accrued interest.
  • Acted for a PRC state owned bank on a US$80.7 million Sinosure backed secured term loan facility for 6 general cargo vessels.
  • Acted for a PRC state owned bank on 5 secured term loan facilities of up to US$178 million to finance the acquisition of 5 new bulk carriers by a Hong Kong shipping company.

Ship Leasing Experience

  • Advised a leading PRC leasing company on the EUR 672 million sale and leaseback of two Italian-built luxury cruise ships to be delivered to a leading European cruise line.
  • Advised a leading PRC leasing company as arrangers and lessor in the lease financing of a EUR 355 million luxury cruise ship currently under construction for a subsidiary of a leading European cruise line. 
  • Advised a leading PRC leasing company on the sale of a vessel to a leading European cruise line and the termination of existing chartering arrangements and lender financing. This involved the related refinancing of the vessel through a European syndicate of lenders and simultaneous closings in Asia, Europe and the US.
  • Advised a group of ship-owners as borrower, remarketing agent and lessee in reviewing and negotiating all the loan, lease and security documents evidencing a secured loan facility of up to US$160 million to finance the purchase of certain containers and the early redemption of a secured bond with a principal amount of US$85,814,198. 
  • Advised a large PRC financial leasing institution on the US$60 million sale/leaseback arrangements of eight vessels owned by subsidiaries of a leading PRC shipping company.
  • Representing a leading PRC leasing company on the acquisition of two special purpose vehicles from another major Chinese leasing company and subsequent lease and bank financing of two newbuilding containerships to a well-known European operator.*
  • Advised a syndicate of Taiwanese banks in restructuring of a loan facility for financing the acquisition of a 8,200 teu container vessel with subsidiaries of Yang Ming Marine Transport Corporation, involving sale and leaseback of the subject vessel.
  • Advised a leading global bank in relation to the purchase and leaseback of a newbuilding bulk carrier for North China Shipping Holdings Limited. This is our client's first sale and leaseback transaction of this nature in Asia, we had to help it arrange its internal structuring as well as negotiate all of the documentation for the purchase and leaseback of the vessel on an operating lease basis.
  • Advised a PRC shipowners and its subsidiaries as standby lessee, bondholder and lessee in reviewing and negotiating all the loan, lease, bond and security documents evidencing a secured loan facility of up to US$129 million and a secured bond with a principal amount of US$85,814,198 to finance the purchase of certain containers. 
  • Advised a PRC bank on preparing and negotiating the loan and security documents evidencing US$680 million term loan facilities to 10 shipowners for 10 container vessels owned by a PRC leasing company covering jurisdictions of England, BVI, Hong Kong, Panama and Portugal.
  • Advised a PRC state owned bank on the finance lease of one cruise ship with ICBC Financial Leasing Co. Ltd.
  • Advised a leasing arm of a Chinese state-owned bank on the lease financing of four bulk carriers for charter to a German shipping company.
  • Advised a leasing arm of a PRC state owned bank on its first ship leasing transaction in respect of three bulk carriers employed on long term charter to an European charterer.
  • Advised a major Chinese leasing company on the US$175 million lease financing of one F&G JU2000E jack-up drilling rig built in China to a large Indonesian drilling contractor and operator, which was awarded by Marine Money Offshore as 2014 Leasing Deal of the Year.*
  • Advised a PRC leasing company on its first cross-border vessel leasing transaction in respect of a 13,100 teu container vessel under construction by Hyundai Heavy Industries Co. Ltd. which, on delivery, was placed on long term time charter to COSCO Container Lines.

Ship Litigation Experience

  • Represented a syndicate of European financiers of the supertanker "Brightoil Glory", owned by the Hong Kong-listed company Brightoil Petroleum. The supertanker was originally in international waters in the Persian Gulf. Using the assignment of the ship management agreement, we were able to take control of the supertanker and sail it several thousand nautical miles to Hong Kong, re-fuelling en route at Sri Lanka. We arrested the supertanker on arrival at Hong Kong. Following two hearings before the Court of Appeal, we succeeded in obtaining the dismissal of Brightoil's attempt to stay the Court sale of the vessel pending a restructuring via the Singapore courts. The Court of Appeal’s decision in The ‘Brightoil Glory’  [2019] HKCA 561 was an important ruling which upheld the rights of ship mortgagee banks. The supertanker was the largest vessel to have called at Hong Kong for several years, and has now been sold through the court to a Greek shipowner.
  • The demise of Korea's Hanjin Shipping is the largest container line bankruptcy in history. The "Hanjin Sooho", "Hanjin Blue Ocean", "Hanjin Asia", "Hanjin America", and "Hanjin Green Earth" were arrested by Mayer Brown on behalf of the syndicate of mortgagee ship finance banks led by Hamburg Commercial Bank AG. The proceedings achieved an Admiralty court sale of approximately US$650 million, being the highest combined value in Hong Kong history. 
  • Advised Chiyu Banking Corporation Limited, the subsidiary of Bank of China (Hong Kong) Limited (BOCHK), in the enforcement of its mortgage over the Panamanian-flagged general cargo ship m.v. "YONG FU". The High Court of Hong Kong had granted both an arrest of the vessel as well as an Order for Court sale, which was understood to be a first for BOCHK in Hong Kong.
  • In the Taiwan Maritime Transportation restructuring, advising the ship finance lenders with regard to the recovery of over US$400 million of loans secured over the vessels, and leading arrest and related litigation worldwide.
  • Representing the shipowner/buyer in a shipbuilding contract arbitration, and establishing the shipowner's entitlement to claim under the refund guarantee despite the existence of a PRC Restraining Order/injunction in Otto Offshore Ltd. v. Bank of Communications [2014] HKEC 1073.

Shipping M&A Experience

  • Advised a leading PRC leasing company on the acquisition of a minority interest from another leading PRC leasing company in a chartering arrangement involvement involving three vessels on charter to the Brazilian mining company, Vale S.A. This is a recent development in the Chinese ship leasing market and we acted as the client's counsel on their first deal of this kind.
  • Advised the shipping finance platform of a SOE on the formation of a joint venture with a Singaporean shipping company. The joint venture will own 16 new ships.
  • Advised the shipping finance platform of a SOE on the formation of a joint venture with a Scandinavian shipping company. The joint venture will own at least 4 new ships.
  • Advised a Italian shipbuilder in the formation of its €250 million joint venture with a Chinese SOE.
  • Advised a leading container terminal operator in Hong Kong to form a joint venture with a Chinese SOE for the purposes of rationalizing and consolidating their respective interests in 3 container terminal companies in Shekou, Shenzhen, China. Total value of the transaction is approximately US$1.7 billion.

Shipping Restructuring Experience

  • Vietnam Shipbuilding Industry Group – In this US$4 billion landmark restructuring, we have obtained in principle syndicate approval for a Vietnam government guaranteed note exchange issue. We successfully resisted UK applications for summary judgment by two holdout creditors, arguing that the exchange can be implemented under a UK scheme of arrangement and that, based solely on English law-governed facility documentation, the UK courts had jurisdiction over a Vietnamese incorporated state-owned conglomerate.
  • SankoAdvised the facility agents of four separate syndicated loans extended to Sanko Steamship Co. Ltd. that involved nine ships. We advised a significant portion of the foreign creditors who held security over ships owned by Sanko. Our work involved giving advice on complex rights and claims in rapidly changing circumstances. Sanko had filed for bankruptcy with liabilities of around US$7.9 billion in 1985. Sanko completed the procedures for rehabilitation in 1998 but the company again experienced financial difficulties due to adverse market conditions. This time, it initially aimed to restructure out of court by rehabilitation under the ADR process—a first-ever restructuring of a shipping company under the Japanese turnaround ADR procedure, which is limited to Japanese banks. In July 2012, Sanko filed for bankruptcy protection in Tokyo and for Chapter 15 recognition in the US.
  • TMT Shipping Advised Taiwanese bank ship finance bilateral lenders and syndicates in regard  to recovery of in aggregate over US$400 million of loans secured over ships. A high-profile and highly complex matter, involving major issues in relation to conflicts of laws and jurisdiction consequent on the successful filing by TMT for Chapter 11 US Bankruptcy Code protection of overseas incorporated single-purpose ship owning companies. The vessels included ships under arrest in Singapore, South Africa and Malta, and the Chapter 11 automatic stay purported to prevent further enforcement. As lead counsel, the firm advised with regard to coordinating appeals against the acceptance of the Chapter 11 filings and, among other things, in contesting applications to the US court for release of ships from arrest. The outcome of these proceedings was significant as to their fundamental effect as regards the extraterritorial application of the US Bankruptcy Code and the recognition, or the refusal to recognize, that jurisdiction by the various foreign courts impacted by the automatic stay.
  • Nanjing Tankers Advised 3 separate groups of banks in handling loan defaults by the Nanjing Tanker group. Having sought PRC court administration in early 2014, the firm advised each syndicate of their enforcement options, at the same time serving default notices, reservation of rights letters, demand notices and terminations of charterparties. The files covered cross-border issues involving Panamanian, BVI, PRC, Singapore, Hong Kong and English law and at times required delicate negotiations between banks, swap providers and hedge funds all with disparate interests. With a loan exposure of close to US$500 million at a time of falling ship values and environmental risks associated with oil tankers, the firm's advice to seek settlements and prepayments rather than forced sales or re-possessions proved correct, and our clients were able to end up with all their loans being fully repaid without any loss.
  • BLT Acted for a syndicate of banks who had lent money to BLT, an Indonesian tanker company that was at one stage the third largest chemical carrier in the world. Our original role was to register some Hong Kong ship mortgages and opine on them, which had gone through smoothly three years previously, but then BLT got into financial difficulty. DNB (the lead bank and agent) sold down its share of the loan and we were asked by them to answer various questions that arose in the context of their continuing role as the agent.  Our role then expanded to assist in the gradual restructuring of the group, specifically in connection with enforcement rights against assets in Hong Kong and HK legal questions.

受賞歴

  • Ranked Tier 1 for Asset Finance (Hong Kong) by The Legal 500 Asia Pacific 2010-2021
  • Ranked Band 1 for Shipping Finance (China) by Chambers Asia Pacific 2008-2016
  • Ranked Band 2 for Shipping Finance (China) by Chambers Asia Pacific 2017-2021

The practice is particularly renowned for its ship finance capabilities and has advised on numerous award-winning transactions, including:

  • Mayer Brown wins the “Deals of the Year 2018: Pacific Basin Shipping Secured Reducing Revolving Credit Facility 2018” by Asia-Mena Counsel
  • Mayer Brown wins the “Ship Finance Award” by Seatrade Maritime Awards Asia in 2015.
  • Mayer Brown wins the “Shipping & Maritime Law Firm of the Year (International)” by China Law & Practice 2015.
  • ICBC Cross-border Vessel Leasing deal – “Asset Finance Deal of the Year 2011” by Asian Legal Business China Awards

What the directories say:

  • "Very experienced and professional in shipping finance." - The Legal 500 Asia Pacific (2021)
  • "the firm is able to strike a fine and optimal balance between the commercial and legal perspectives," and praises that its excellent service is "conducive to highly effective and efficient commercial negotiations." - Chamber Asia Pacific 2021
  • The team is lauded for its "very straightforward and client-oriented solutions" by another client, who also finds the group to be "incredibly professional and very helpful." - Chamber Asia Pacific 2021
  • “The vessel acquisitions were handled with great ease and the in-depth experience of the partner was evident.” – Chambers Asia Pacific 2020 
  • “They’re very efficient and have the ability to achieve optimal solutions considering both commercial and legal standpoints.” and “They are a good player in the market, and the partners are very hands-on.” – Chambers Asia Pacific 2020 
  • “ They are excellent with leasing, solution-oriented, able to communicate effectively and great at managing their Chinese counterpart.” – Chambers Asia Pacific 2019
  • “ Their understanding of the shipping and ship finance business and understanding the needs of banks.” – Chambers Asia Pacific 2019
  • “They are responsive and able to provide commercial advice.”– Chambers Asia Pacific 2018
  • “excellent,” providing “good response times, business acumen and industry knowledge.”– Chambers Asia Pacific 2018
  • “They are excellent – professional, diligent, punctual, innovative – and they are problem solvers.” – Chambers Asia Pacific 2017
  • "They are a top-class firm. They have a dedicated team that is very knowledgeable on shipping finance and they understand what we need." – Chambers Asia Pacific 2016
  • "one of the leading aviation finance teams in Hong Kong with depth of quality from partner to associate" – The Legal 500 Asia Pacific 2016
  • "It is a top-class firm. It has a dedicated team that is very knowledgeable on shipping finance and they understand what we need." – Chambers Asia Pacific 2015
  • "They are efficient and very responsive. They provide good advice which is professional and practical." – Chambers Asia Pacific 2015
  • "Mayer Brown has a powerhouse shipping finance offering, where it acts for some of the region's most prominent and active lenders. It also has niche expertise in LNG project financing, vessel time charters, and newbuild contracts, which makes it an attractive proposition for shipping companies such as Mitsui OSK Lines." – The Legal 500 Asia Pacific 2015
  • "Mayer Brown is best known for its ship finance practice, which advises a number of the region's major lenders on new facilities and the renegotiation of existing facilities." – The Legal 500 Asia Pacific 2014
  • "The lawyers' response times are 'unbelievable', and 'they always know exactly what the client needs'" – The Legal 500 Asia Pacific 2014
  • "We do lots of business with them and I rate them highly; a very strong practice." – Chambers Asia Pacific 2014
  • "The 'experienced and reliable' team at Mayer Brown draws praise for its experience on aircraft, ship and railway project financings." – The Legal 500 Asia Pacific 2013
  • "In ship finance they are definitely a go-to firm, with deep experience and good relationships with the bank. We have nothing to worry about when it comes to their abilities." – Chambers Asia Pacific 2013
  • "The firm is involved in many major deals in the region." – Chambers Asia Pacific 2013
  • "This Hong Kong-based practice is widely recognised for its impressive shipping finance practice, and receives instructions from various major lenders in the market." They are highly organised and demonstrate commercial sensibility. They have outstanding expertise and are able to meet unreasonable demands." – Chambers Asia Pacific 2012
  • "A force to be reckoned with in shipping finance." – Chambers Asia Pacific 2012
  • "This firm is home to the top shipping finance practice in Greater China." "I'm impressed by their knowledge and experience in dealing with Chinese companies, and by their ability to deal with Chinese structures. Their total offering is more comprehensive than many other practices" – Chambers Asia Pacific 2012