Law firms of MDS & Associates LLP and KhanLex Advocates LLP
announce their merger

  • Ulaanbaatar, Mongolia, April 9, 2014 - MDS & Associates LLP and KhanLex Advocates LLP have announced the merger of their two law firms. The merger will be completed by April 17, . 2014
  • merger The substantially expands by creating the two firms' services law multi -service largest in firm the of completion Upon Mongolia. the merger, the merged law firm of MDS & KhanLex LLP will be able to offer clients a broader range of services - finance, regulatory, corporate, commercial and dispute resolution. This legal expertise will now be available to cover the key of sectors economy Mongolian the energy, infrastructure, and finance natural resources.
  • stated, B.Enkhbat Partner KhanLex "We are very excited about this merger. It greatly extends and complements the scope of our core services of financial regulation, capital markets, project financing transactions. corporate and We are grateful to our clients for their support as we continue to grow".
  • J.Maizorig Partner Associates & MDS said "This is an exciting day for us. We worked hard to get to know each other well. The increased scale of the merged firm will offer broader opportunities for further development and specialization of our lawyers and staff".
  • The combined firm will have 8 partners and 5 associates making it one of the largest multi-service firms in Mongolia.

ABOUT US

MDS & KhanLex LLP is the largest law partnership in Mongolia. The firm has 7 (seven) partners and other associate lawyers1 . Core practice of MDS & KhanLex consists of complex financial and corporate transactions as well as infrastructure and mining law practice.

The mission of the firm is to assist both local businesses and international investors entering the Mongolian market by blending international legal industry knowledge with local expertise. The firm's partners and lawyers pride themselves in understanding the clients' business needs and arriving at practical solutions to meet such needs. The firm is committed to being available in a 24-7 basis recognizing that our clients are both local and international and being available and responsive to their time schedule.

The Partners of the firm has worked previously at senior levels in successful Mongolian and international companies across different industries as well as in government and academic institutions. Our experience in both the public and private sectors distinguishes our firm.

MDS & KhanLex is the merged law firm of "MDS and Associates LLP" and "KhanLex Advocates" LLP. Stature and reputation of MDS and Associates in working with landmark public sector projects and recognition and praise of KhanLex Advocates' by international public and private institutions have made the merger truly unique and synergetic.

Our long lasting cooperation with major international laws such as Clyde & Co and Sidley Austin brings us competitive advantage and ability to observe international legal development.

CORE PRACTICE AREAS AND INDUSTRIES

We provide full legal services in following areas:

  • - Corporate
  • - M&A
  • - Commercial
  • - PPP Concession
  • - Litigation/Arbitration
  • - Finance
  • - Compliance
  • - Legislative Policy
  • - Energy and Oil
  • - Mining
  • - Capital markets
  • - Telecom/IT
  • - Infrastructure
  • - Commodities and Trading
  • - Corporate
  • - Real estate

OUR PEOPLE

Batjargal Gombosuren /Partner/

has 17 years of experience in the public and private sectors of Mongolia. He worked for Justice Ministry of Mongolia at "Banking, Enterprise and Legal Technical Assistance" project (funded by the World Bank). While working at the Ministry, he was involved development of Bankruptcy Law and Banking Law. His professional experience includes working as in-house counsel with SG Group and Mongol Metal Mining LLC. In these two companies Batjargal advised extensively on mining, commercial and corporate matters, including M&A. Before joining KhanLex Advocates as a partner in 2011, he worked as a public notary. In KhanLex, he extensively advised, among others, on M&A projects involving international development banks and large mining companies. At MDS & Khan Lex LLP Batjargal leads the M&A and mining practices. He is also qualified to advise on banking and corporate transactions.

Dugerjav Dash-Onolt /Partner/

has 30 years of experience in Mongolian legal sectors. She is Founder and Vice-President of the Mongolian Women Lawyers' Association and Founder and Board Member of Corporate Governance Development Centre of Mongolia. Before founding the firm, Ms. Dugerjav worked as Vice Chairman and Standing Commissioner of the Financial Regulatory Commission (FRC) of Mongolia, which brought her extensive hand- on experience in the securities market and compliance in Mongolia. She is licensed to perform professional activities in the securities market. She previously served in the General Prosecutor's office, Ministry of Justice and Home Affairs and Institute of Finance and Economics. She participated in drafting of several economic and corporate law of Mongolia, including the Civil Code of Mongolia (1994 and 2002), Company law (1999 and 2011), Mortgage law and Mortgage backed securities law. She has published several books including on subjects of Business law, Finance law and Taxation law. She leads our practice on Capital market and Legislative Policy.

Enkhbat Batsuk /Partner/

has 18 years of experience in legal and business fields in Mongolia. His professional experience first included legal career in the government, specifically, as a desk officer in the Business Law Section of Legal Policy Department of the Justice Ministry of Mongolia. His responsibilities at the Ministry involved drafting Civil Code, Foreign Investment Code, Finance Lease Code, and tax laws of Mongolia. B.Enkhbat was also formerly an executive with Newcom Group, namely, with the largest two of the Newcom's subsidiaries – MobiCom Corporation (as VP Legal and HR) and Eznis Airways (as VP Commercial and Government). In these companies, he handled law, regulatory and government affairs, corporate strategy, marketing HR management, and corporate governance. In 2011 Enkhbat joined KhanLex Advocates LLP specializing in financial regulation, corporate and commercial transactions. His clients primarily include international development banks, investment funds and infrastructure developers. Enkhbat has been advising the Government of Mongolia on the Combined Heat and Power Plant No.05. He leads our practice on Commercial and Energy/Oil.

Maizorig Janchivdorj /Partner/

has 12 years of experience in the public and private sectors in Mongolia. He is currently a Board Member of the Mongolian PPP development center. He spent much of his career with the Ministry of Justice and Home Affairs of Mongolia. He worked for the Ministry as a specialist, senior specialist and Deputy Director of the Legal Policy Department. Mr. Maizorig was charged with drafting and helping to formulate the legal policy supporting several major economic laws of Mongolia including the Law on Concession, Mortgage law, Mortgage backed securities law, Valuation law, draft law on Land (not yet approved), draft law on Secured transaction (not yet approved) and State policy on PPP in Mongolia. He also worked on the Housing finance project funded by ADB as local counsel and legal specialist, where he mainly dealt with the legal reform of mortgage enforcement, urban planning and re-settlement issues. Before founding MDS and Associates LLP, he worked as the Director of Registration oversight department of the General Authority for State Registration (GASR). He advised Mongolian Railways in a New Railway Project. He leads our practice on PPP/Concession and Infrastructure.

Munkhgerel Dugerjav /Partner/

has 30 years of professional experience in the Mongolian public sector. She worked at Justice Ministry of Mongolia as Specialist, Senior Specialist and Deputy Director of Legal Policy Department and Director of Policy Implementation Coordination Department. During her work at the Ministry of Justice, she actively participated in the work of improving the legislation adopted pursuant Constitution of Mongolia of 1992 and provided policy and organizational support to development and implementation of the 2nd stage of the Legal Reform Program of Mongolia. Mrs. Munkhgerel worked in the honorable position of a Judge of Constitutional Court of Mongolia for one term, where she gained considerable qualification and experience in law and resolved a number of disputes in the court. Mrs. Munkhgerel is a Board member of the Mongolian Women Lawyers' Association. She leads our practice on Litigation and Arbitration.

Odmaa Tsevegjav /Partner/

has 8 years of experience in Mongolian legal sector. She is a member of the Mongolian Advocates' Association and Mongolian Bar Association and has obtained a certificate to represent in court from the Supreme Court of Mongolia. Ms. Odmaa worked for Civil Law Department of National legal Center as a Senior Researcher where she experienced in doing policy and academic researches on emerging legal issues and problems in an area of Civil Law and Company Law, and proposing most viable solutions to resolve such issues and problems. Numerous works of Ms.Odmaa in Company Law area published in several well recognized legal journals and daily newspapers while she was working at National Legal Center. Moreover, she obtained her Master of law degree from Kyushu University of Japan and studied Company Law more thoroughly and she is an experienced lawyer who worked on several corporate merger and acquisition projects. Ms. Odmaa, also, worked for Gobi Coal and Energy LLC, one of the successful companies in mining sector of Mongolia, as a Senior Lawyer which brought her extensive experience in Mining Law. She leads our practice on corporate and mining.

Sugarnyam Peljee /Partner/

has 12 years of experience in private sector. He is a member of the Mongolian Advocates Association. Mr. Sugarnyam worked for Nomin Holding LLC as the Senior lawyer and Head of the Legal and Property Management Department. While being employed at the Nomin Holding LLC, he led property transactions totaling 50 million USD and the reorganization of various subsidiaries including the State Department Store and Erdenet Carpet Factory. In addition to this, his employment with Mongolian Mortgage Corporation brought him extensive experience in the housing finance system and secondary mortgage market. He pioneered the first ever purchase and pooling of mortgages amounting to 30 billion MNT and successful issuance of mortgage-backed securities and covered bonds totaling 16.6 billion MNT in Mongolia. Before founding former MDS and Associates LLP, he worked as COO of the Mongolian Mortgage Corporation. He leads our practice on Finance and Real Estate.

Our Back office

Our back office consists of energetic and highly motivated associate lawyers. Our lawyers work 24-7 basis as required by the client to fulfill their specific needs in timely manner. In addition to our legal talents, we have dedicated management and support team who understands client's needs and complexity of legal business.

OUR EXPERIENCES

  • Corporate

    • Improvement of Corporate Governance for the Leading Mongolian Insurer /completed/: Acted as lead counsel in high level review and revision of corporate documents of the Mongolian Leading Insurer. The engagement covered variety of works including compliance with

    • Full legal Corporate Due Diligence /completed/: Conducted full legal corporate due diligence for Mongolian Mortgage Corporation as preparation for initial issuance of covered bond and mortgage backed securities in Mongolia.

    • Drafting of new charter of Erdenes MGL /completed/: Reviewed existing charter of Erdenes MGL and drafted revised charter in connection with transfer of ownership of state owned mining companies from State Property Committee to Erdenes MGL.

    • Restructuring Microfinance Development Fund /ongoing/: acting as counsel to the Microfinance Development Bank (World Bank project) and the Finance Ministry of Mongolia on legal solution and stages of spin-off and establishment of the separate legal entity of MDF.

  • M&A

    • Acquisition of prominent mineral asset in Mongolia /completed/: Acted as lead counsel of a buyer in acquisition of mineral assets of Vale International S.A in Mongolia.

    • Acquisition of insurance company in Mongolia /completed/: Acted as lead counsel of a buyer in acquisition of controlling stake of Mandal Daatgal from Canadian seller (Mongolian Growth Group).

  • PPP/Concession/Energy/Infrastructure

    • New Railway Project /ongoing/: acting as local counsel and worked together with Sidley Austin as joint international and local Legal Advisor and part of a larger Advisory Team. Our specific role is advising on the relevant orders and decisions of the Parliament and the Government of Mongolia as they impacted the proposed Rail Project, including in structuring the project and the special purpose vehicles to execute the project, and in drafting the model Concession Agreement for the Project. Our work will ensure consistency in the implementation of the project under Concession and with the relevant laws and regulations of Mongolia.

    • Combined heat and power plant No.05 /ongoing/: Acting as local counsel to Asian Development Bank in advising the Government of Mongolia in relation to the documentation required for the construction, operation and maintenance of a combined heat and power plant. The services to be provided by ADB, as the mandated advisor of the Government, include the finalization of negotiations with the consortium of contractors designated by the Government as the preferred bidder for the build-operate-transfer concession to be issued by the Government and the making of the consequential amendments to the bid documents.

    • Coal to Liquid project /ongoing/: acting as local counsel of Lead sponsor and Project company in the proposed development and financing of US$3 billion coal to liquid facility in Mongolia.

  • Litigation/Arbitration

    • International Arbitration Dispute (Tumurtei case) at New York Ad-hoc Arbitration Tribunal /ongoing/: Acting as local counsel of Milbank, Hadley, Tweed and McCloy LLP in international arbitration dispute between the Government of Mongolia and Chinese investors regarding Tumurtei deposit.

    • Local counsel of dispute at Commercial court in London /ongoing/: Acting as local counsel of Mongolian company (defendant) in legal dispute.

    • SGS case /ongoing/: Acting as lead counsel of Mongolian investor (claimant) in case involving Southgobi Sands LLC over transfer of mining rights.

  • Finance/Capital markets

    • Issuance of first ever mortgage-backed securities in Mongolia /completed/: Acted as local counsel in issuance of MNT330 billion MBS in Mongolia by Mongolian Mortgage Corporation. The engagement covered all stream of work from due diligence to registration at FRC and Clearing house

    • Improving Custodian Licensing and Operational Regulation /completed/: Local counsel of Financial Regulatory Commission of Mongolia (funded by Luxembourg Development Agency) on development of a Custodian Licensing and Operational Regulation of Mongolia. The Regulation served the purpose to enable creation and operation of custodian banks in Mongolia

    • Private Pension Fund in Mongolia (legal feasibility study commissioned by EBRD) /completed/: Reviewing the existing Mongolian legislation vis-à-vis creation and operation of a privately-owned pension fund. Legal gaps and solutions, including amendments to the necessary legislation. Issued legal analysis report.

    • Debt financing by US financing agency /completed/: acting as local counsel to Overseas Private Investment Corporation on proposed debt financing of a US-based investment fund for on-lending to Mongolian borrowers. The specific role included due diligence, drafting appropriate security and other Mongolian law documents and reviewing financing agreements.

    • Greenfield dry process cement plant /completed/: acting as local counsel to European Bank of Reconstruction and Development on the combined equity and debt financing of construction and commissioning of a cement plant by a large Mongolian company. The specific role included due diligence, drafting appropriate security and other Mongolian law documents, reviewing financing, equity and projects agreements, issuing the legal opinion.

    • Concrete batching plant /completed/: acting as local counsel to an international development bank on proposed debt financing of construction and commissioning of concrete batching plant. The specific role included due diligence, drafting appropriate security and other Mongolian law documents, reviewing financing, equity and projects agreements, issuing the legal opinion.

    • IPO of Erdenes Tavantolgoi /ongoing/ Since July, 2011, MDS and Associates LLP has been acting as a local counsel to Norton Rose and Hogan Lovells in the dual listing of Erdenes Tavan Tolgoi shares on the London Stock Exchange (LSE) and the Hong Kong Stock Exchange (HKSE). It provides us with tremendous insight and knowledge with regard to the overall Tavan Tolgoi mining project, which will be very helpful for the ETT power project.

  • Legislative/Policy

    • Draft Law on Securities Market /completed/: Actively participated in drafting of Law on Securities Market (2013) at working group of Parliament of Mongolia. Also produced English translation of the law by request of FRC.

    • Draft law on Investment Fund /completed/: Per request of Ministry of Environment and Green Development, we drafted the law with its Concept paper and Budgetary and social impact assessment

    • Drafting package of regulation as an implementation of newly approved Water and Forest law /completed/: Drafted package of regulation, mainly concerning waste water and Forest management and fees for it.

  • Mining

    • Transfer of mining assets /completed/: Acted as Lead counsel of a Buyer in transfer of mining assets from subsidiary of Turquoise Hill.

  • Real estate

    • High-rise tower project /ongoing/: Acting as local counsel of Mongolian leading investor in proposed high-rise tower project. Upon the completion of the project, the tower will be the highest building in Ulaanbaatar.

OUR CLIENTS


  • Below is representative list of our clients:

    • - Asian Development Bank
    • - Altain Khuder LLC
    • - Anti-Corruption Authority
    • - European Bank for Reconstruction and Development
    • - Erdenes Tavan Tolgoi
    • - Financial Regulatory Committee
    • - Gunvor Singapore PLC
    • - Khan Bank
    • - Mandal Insurance
    • - Ministry of Population Development and Social Welfare
    • - Ministry of Environment and Green Development
    • - Mongolian Mortgage Corporation
    • - Mon Uran LLC
    • - Mongolian Railways /MTZ/
    • - Overseas Private Investment Corporation
    • - Oxford Business Group
    • - Rotary Ulaanbaatar
    • - Ulaanbaatar Railways JVC
    • - UNDP
    • - World Bank
    • - Wrigley (Kazakhstan) Ltd
  • Our partner and/or associated law firms include:

    • - Clyde & Co
    • - Heenan Blaikie
    • - Milbank, Tweed, Hadley and McClo
    • - Norton Rose Fulbright
    • - Pillsbury Winthrop Shaw Pittman
    • - Sidley Austin

About MDS &Associates

MDS & Associates has LLP been founded in in experience with partners three by 2011 various companies and industries as well as in government services. Since its establishment, law landmark firm has been engaged in the projects in Mongolia, including the New Railway Project and the proposed IPO of Erdenes Tavan Tolgoi. The mission of the firm is to assist both local businesses as well international investors blending by market Mongolian the entering international with knowledge industry legal local expertise.

About KhanLex Advocates

firm law LLP KhanLex Advocates has serving international clients on the Mongolian law related to foreign investment, natural a with and resources finance, primary focus on transactional matters and regulatory issues. The firm has been established in 2011 by three Mongolian partners with significant government and private sector experiences. The clients agencies, include firm the of government and state -owned local companies, foreign/ international institutions.

 

Please for information about the merged firm
  • Nomin-Erdene at : +976-11330048
  • International tel : +1 978-9033574
  • Email : nominerdene@mdsa.mn info@mdsa.mn