Practice Areas

At UA-PC S.A., we believe in harnessing collective experience from our multi-disciplinary teams to deliver comprehensive solutions. Our practices have been consistently ranked and recognised by leading legal publications and directories for providing litigation, corporate and transactional legal services to clients across all major industries, including shipping, energy, finance, technology, real estate and healthcare.

Business Start ups

In the fledgling days of a new business, the legal issues can be bewildering. We help existing businesses with the setup of new corporate structures and entrepreneurs and partnerships to get the most out of their business ventures. Advising clients on the best legal structure for their business, our expertise includes:

Knowing what legal structures are right for clients in terms of suitability, flexibility and longevity;
Setting up private companies, not for profit companies, companies limited by guarantee, charitable companies, limited liability partnerships, limited partnerships and ‘old fashioned’ partnerships;
Dealing with professional partnerships, including lawyers, accountants, surveyors, architects, and others;
The transition from one structure to another, for example from partnership to LLP company;
Licensing (if applicable), immigration, employment, property and landlord and tenant aspects that need to be factored in when an international business establishes its first office in Singapore, or when it expands its existing operation; and
Understanding and advising how to protect your personal assets and family wealth.

Compliance and Regulatory

The extensive changes in various areas of compliance regulation such as corporate governance, anti-corruption, anti-money laundering (AML), data protection and financial services regulation in recent years have created new challenges for all involved in these areas.

Our Financial Services Compliance team is able to advise the full range of affected clients on the practical steps required to make sure they are compliant with all relevant issues, including items such as the Personal Data Protection Act (DPA), Anti-Money Laundering (AML) legislation and other compliance requirements, as well as general anti-corruption and corporate governance rules and guidance.

Our lawyers advise on risk and compliance matters arising from any local laws and regulations that rely on sanctions or penalties to regulate the operations of an organisation or an individual.

We can work with you to ensure your business has a robust risk management and compliance programme in place and to help you move forward efficiently, we can also provide tailored training and workshops, focusing on the issues that are central to your business.


Services
Appeals against Enforcement Notices
Anti-Bribery
Anti-Money laundering
Corporate Governance
Cyber Security
Data Protection
Due Diligence and Training
Government and Regulatory investigations and proceedings

Corporate

From start up through full-scale development to take over, we advise clients on operations, capital raising, licensing arrangements, joint ventures, research and development agreements and other contracts, we act for multi-national client companies (public and private), SMEs, owner managed businesses and start-ups with a need for high quality corporate and M&A support and advice. Our corporate practice extends well beyond the firm’s well known expertise in ship finance and we provide a wide range of advice to clients in Singapore and multiple jurisdictions – from cross border acquisitions through to corporate advisory. Our team helps manage legal and regulatory concerns on all aspects of corporate activities, joint ventures, mergers and acquisitions, private equity and venture capital, banking and finance and multijurisdictional and multilingual due diligence through preliminary structuring of a transaction and documentation to a successful closing.

We have an extensive non-transactional practice coverage complementing our cross-border M&A and corporate law strengths. We address both ongoing corporate needs and extraordinary events, including compliance and regulatory matters, employment, real estate, and litigation to provide seamless full-service deal related advice to our clients. We are also one of the few firms with experts focusing on reorganisations and restructuring. The strength of our corporate lawyers is grounded in the practical legal and commercial advice given to our clients. Experience includes:
Banking and finance
Corporate governance/restructuring/ regulatory issues
Due diligence
International transactions and joint ventures
Joint ventures
Mergers, acquisitions and disposals
Shareholders agreements
Stock purchases and sales

Employment

We act for both employers and individuals, which allows us to advise clients falling in either of these categories with a wider perspective. We have considerable experience dealing with employment disputes in the Singapore Courts, and a comprehensive knowledge of the issues that employers of all types of corporate structures (from listed companies to limited liability partnerships to owner managed businesses) are likely to face.

Services
Business Reorganisations
Redundancy programmes, changing terms and conditions of employment, and transfer of employment.
Business Immigration
In Singapore, the rules on business immigration and foreign workers are strict, with serious penalties and ramifications for those who fail to comply. We can work with individuals and companies on a variety of employment related immigration issues focusing on the international relocation of personnel both from and into Singapore.
Corporate Support
Employment aspects of acquisitions and disposals (both share and business transactions), including due diligence and related reports.
Employee Relations Issues
Disciplinary, dismissal and grievance procedures, settlement negotiations and severance agreements
Employment Law Training
Employment law in Singapore has seen many changes in recent years, and keeping up with the changes can be a real challenge. We can provide training for managers, human resource professionals and in-house lawyers to keep you up to date on changes in law and best practices to avoid legal problems in the workplace.
Litigation Assistance
Before the relevant regulatory authorities and other courts, from termination and bonus claims, to protecting trade secrets, confidential information and business interests.
Policies, procedures and contractual documentation
Service agreements, employment contracts, secondment arrangements and employee handbooks, for all categories of staff, including directors and senior executives.
All of our training is practical, interactive, accessible and engaging, and can be tailored to your interests and the requirements of your business.

Finance

We provide a quality service to meet the needs of funders, lenders and borrowers in all types of financing transaction and offer fast expert advice on all aspects of lending, security, product development and financial regulation.

Our Ship Finance team in particular, is internationally recognised as having a leading ship finance practice advising on all aspects surrounding the purchase and finance of vessels including but not limited to financing, leasing, industry regulation, dispute resolution and commercial arrangements relating to all cases of vessels.

Areas in which we specialise include:

Asset finance including ships
Asset based lending
Complex syndicated financings
Debt and equity and lease finance
Debt restructuring and distressed debt sales
Financial services and regulatory and compliance advice
General secured and structured lending
Preparation and negotiation of loan and security documents
Restructuring
Refinancing and workouts
Ship finance transactions

International Trade

We represent and advise local and international entities in a broad range of cross-border matters, including customs/import compliance, global trade policy, terms and conditions of trade, international trade litigation, export controls and sanctions. We have a depth of experience advising clients involved in the trading, financing, storage or transportation of a variety of commodities around the world. These include crude oil and petroleum products, biofuels, metals (from concentrates and ores to refined metals), grains, seeds and other soft commodities.

We also advise international trading companies on the negotiation and documentation of transactions relating to sale and purchase of commodities, foreign direct investment, acquisition or disposition of manufacturing and exploration properties, and other corporate transactions, both onshore and offshore, particularly in China and South-East Asia.

Ship Sale and Purchase and Escrow Services

From newbuilds to second hand vessels, we advise clients on ship building, sale and purchase of second-hand vessels, escrow services, reflagging and ship registration or deregistration and acting for various multi-national client companies ( including shipowners, builders and financial institutions). Our ship transaction practice extends well beyond the firm’s well know expertise in ship finance and we provide a wide range of advice to clients in Asia, EU, and North America and other jurisdictions – from the perspective of English law in relation to  flagged vessels and convenience flagged vessels (such as Marshall Islands and Liberia flag). The strength of our ship transaction lawyers is grounded in the practical legal and commercial advice given to our clients.

Experience includes:

• Drafting and negotiating shipbuilding contracts
• Drafting and negotiating memoranda of agreement for ship sale transactions and delivery documents
• Escrow services in ship sale transactions
• Assisting with discharge of security (ie mortgage discharge) from ship registry
• Organising and attending various ship closings
• Ship registration with ship registries (such as IRI and LISCR)
• Assisting with reflagging in/out of any jurisdiction

The Ship Sale and Purchase Process: An Overview 

The Ship Sale and Purchase Process: An Overview
The sale and purchase of a ship is a multifaceted process that involves meticulous planning and careful execution. Each transaction typically unfolds over several key stages, each demanding specific legal oversight:
1. Initial Negotiations: The process begins with initial negotiations between the buyer and seller, often facilitated by brokers. During this stage, the main terms of the transaction are discussed, including the sale price, payment terms, and conditions precedent.
2. Memorandum of Agreement (MOA): Once the parties reach a consensus on the essential terms, a Memorandum of Agreement (MOA) is drafted. This document outlines the rights and obligations of both parties, setting the stage for the due diligence phase. At UA-PC S.A., we ensure that your MOA is clear, precise, and legally robust, minimizing the potential for future disputes.
3. Due Diligence: The due diligence process is a critical phase where the buyer verifies the ship’s legal status, condition, and compliance with regulatory standards. This may involve a thorough inspection of the vessel, review of its documentation, and checks on its classification status. Our legal team at UA-PC S.A. conducts comprehensive due diligence, ensuring that all aspects of the vessel are scrutinized to protect your investment.
4. Contract Finalization and Escrow: Upon satisfactory completion of due diligence, the contract is finalized, and both parties proceed to the escrow stage. Escrow services play a vital role in safeguarding the interests of both buyer and seller by holding the purchase funds in a secure, neutral account until all conditions of the sale are met.
5. Closing and Delivery: The final stage involves the transfer of ownership, where the ship is delivered to the buyer, and the funds are released from escrow. UA-PC S.A. oversees this critical phase, ensuring that the transfer is executed without complications and all legal requirements are fulfilled.
The Importance of Escrow Services in Ship Transactions
Escrow services are an indispensable component of ship sale and purchase transactions, providing a secure mechanism for managing the financial aspects of the deal. In such high-value transactions, the risk of default or non-compliance can have significant financial repercussions. Escrow services mitigate these risks by ensuring that funds are only released once all contractual obligations are satisfied.
UA-PC S.A. specializes in providing secure and reliable escrow services in ship sale transactions. Our law firm in Singapore acts as a neutral third party, holding the buyer’s funds in an escrow account until the ship’s delivery and transfer of ownership are confirmed. This approach provides peace of mind to both parties, ensuring that the transaction proceeds smoothly and without unforeseen delays.

Litigation and Dispute Resolution

The Dispute Resolution team at Incisive Law resolves disputes for local and international clients by providing practical and commercially focused solutions. Our team provides us with the strength and depth to act on significant litigious problems at competitive rates. We work with national and international corporations, government departments, regulators, financial institutions, individuals, partnerships and owner- managed businesses. We employ a range of tools from dialogue, through structured negotiations and formal alternative dispute resolution (including arbitration and mediation), to litigation. Reflecting the international nature of our client base and the cross-border nature of the matters on which we work, the team is regularly instructed on arbitrations in London (particularly those under the LMAA Rules), Hong Kong and Singapore.

We have experience in litigating all types of commercial and contract disputes, with particular strength in the following areas:
Commercial and contractual disputes
Company and partnership disputes
Director and shareholder disputes
Employment disputes
Inheritance disputes
Intellectual property disputes
Professional negligence
Property litigation
Public law and judicial review
Restructuring and insolvency disputes
Shipping and international trade disputes

Property

If you run a business, you will almost certainly be involved in a property transaction at some point. Whether you are a company needing to lease larger premises to give your business room to grow or an individual or management corporation needing help with access rights to your property, the right legal advice can save you time and money.

Although we do not offer a conveyancing service, we handle all aspects of the law relating to landlords and tenants including drafting and reviewing leases and tenancies, both standard residential tenancies and complex commercial leases.

Our commercial property team has the skills and experience to deal with the largest, most complex property transactions for clients, including government departments and institutional investors. 

We can help you with:

Advisory work on en bloc sales
Condominium management issues
Land acquisition and compensation
Landlord and tenant issues and/or disputes
Leases – residential, commercial and retail
Property dispute resolution, including court litigation and local and international arbitration
Regulatory and contractual / equitable issues
Real estate joint ventures
Setting up and licensing real estate businesses in some countries 

Restructuring and Insolvency

Driven by global consolidation and challenging economics, there continues to be a significant trend for restructuring. With extensive local and international restructuring experience, we advise clients on all aspects, both in and out of court. Our capabilities cover the full spectrum of contentious and non-contentious restructuring and insolvency scenarios. We have extensive experience acting both for companies going through restructuring/insolvency and for creditors of companies in financial distress. During difficult situations, we respond proactively to preserve value, stabilize operations and stem stakeholders losses. We advise on the preparation and negotiation of all relevant documents, including loan and security arrangements, shareholders agreements and equity issue and transfer documentation. We also advise on corporate governance matters, for example, the duties of directors. We have represented creditor groups in some of the largest maritime insolvency/restructurings in recent years such as OW Bunkers, Hanjin and Swiber and we also provide advice in the context of liquidation of Chinese companies affecting rights of overseas creditors.

The team act for boards of directors, all types of lenders, private equity and other funders, sponsors, pension and other trustees, creditors, debtors, court appointed officers, interim lenders, insolvency practitioners, receivers and purchasers.

Wills and Private Client

Few people appreciate that a Will is one of the most important documents that they will ever sign. A Will sets out your wishes as to how you want your Estate (what you own) to be distributed and also appoints Executors and Trustees to administer your Estate, guardians to take care of your children, and includes specific bequests, directions, and exclusions. If you don’t have a Will, your Estate will be administered in accordance with the strict provisions of the Intestate Succession Act which will probably not reflect your wishes and will result in significantly more expense.

We provide advice on all aspects of wealth protection and inheritance planning for individuals and their families. We have particular experience in dealing with:

Drafting or updating a will
Probate and administration of estates
Trust Planning
Wills and inheritance disputes

We prepare well-crafted Wills at reasonable rates that protect your loved ones and the assets that you have worked so hard to accumulate.

We also understand that it may be difficult for clients to get to our office and so we are happy to brings our private client team’s specialist knowledge and expertise to you in the comfort of your own home.

Powers of Attorney
We can advise and assist with all types of Powers of Attorney to suit your individual circumstances and ensure that whatever happens in the future, those important decisions can be made with the least amount of fuss.

We are able to assist with the preparation and, if need be, the registration of:

Simple Powers of Attorney
Lasting Powers of Attorney
Once your Power of Attorney is signed and made legal and effective, we offer a free storage facility to ensure your document’s safekeeping. 

Fintech

As a leading firm in the fintech sector, we provide comprehensive legal solutions tailored to businesses operating in the dynamic world of FinTech. Our legal team specializes in the areas of digital payments, blockchain technology, cryptocurrency regulations, robo-advisory services, and more. We understand the evolving landscape of fintech law, both locally and globally, ensuring your operations remain compliant while pushing the boundaries of innovation. Our services include advice and guidance on:

Company formation and structuring the token issuing entity and token offering.
Advising on the entire process of an ICO, IEO or STO.
Working with digital token exchanges for launching digital tokens by way of IEO or STO.
Drafting and reviewing of digital token purchase agreements.
Reviewing digital token Whitepapers.
Procuring applicable licences or exemptions from the regulatory authorities for the conducting of payment services in Singapore.
Preparing and reviewing internal KYC/AML and data privacy policies for compliance with Singapore laws and regulations.
Advice on fundraising and business expansion.
Whether you’re navigating complex regulatory frameworks, drafting agreements, or seeking strategic legal advice, our Fintech Legal Services provide the expert guidance and robust support your fintech venture needs to thrive in this rapidly growing industry.

Insurance

Our Insurance Practice has an experienced team of lawyers and ex-insurance practitioners who advise, act for, and provide legal support to insured parties and insurers including P&I clubs globally in the areas of Marine and Casualty Insurance. The depth of our experience means that we are well placed to advise on claims handling, complex insurance coverage, claims and defence.

We provide legal support and legal advice across all areas of marine insurance including Hull & Machinery, P&I, Cargo, War Risks, LOH, Builders Risks, FD&D, Freight Forwarder’s Liability and ports/terminals. We also have experience on Collisions, Salvage and wreck removal. We also advise on all sub-classes of casualty insurance including Professional Liability, Property, Construction, Wica, Liabilities, Trade Credit and Motor.

UA-PC S.A.

UA-PC S.A. is a limited liability company registered in Liberia. The Firm is regulated by the Legal Services Regulatory Authority of Liberia. All rights reserved 2024.


office@uapartnersconsultancy.com
+1 458 888 9589

Contact info

-The LISCR Trust Company, 80 Broad Street, Monrovia, Liberia
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