HELLO, I AM
POH ZUAN YIN, SPRING
HELLO, I AM
POH ZUAN YIN, SPRING
Get to know
Spring is the co-founder and co-managing partner of Lee & Poh Partnership (LPP Law).
As a corporate and commercial lawyer, Spring has considerable experience on both shares and assets acquisition and divestment, corporate structuring and restructuring, joint ventures, shareholders’ and partnership agreements, and complex contractual drafting and negotiation.
Spring also has experiences in real estate transactions, including real estate sale and purchase, joint venture, sale and leaseback and commercial leasing transactions.
Spring assisted numerous foreign clients with their business expansion into Malaysia and advised a vast number of emerging and established companies on matters relating to equity financing/ investment. While a vast majority of Spring’s clients are in the tech industry, Spring has also advised clients in a wide range of other industries such as food and beverage, hotels and leisure, manufacturing, education, real estate, and health care.
Throughout the years, Spring has seen many businesses facing significant and costly legal disputes, failing and going out of business, all by reason of these businesses failing to seek proper legal advice. Spring is thus committed to raising awareness among business owners on the importance of seeking and obtaining reliable legal advice. She speaks frequently at seminars and talks and writes articles to educate business owners on legal related matters.
Spring has an interest in extreme sports such as scuba diving, cliff diving and rock climbing.
Spring has recently been interviewed by a publishing house in London and will be featured in the book titled “Successful People in Malaysia”, 3rd edition, which will be published in 2021.
LL.B. (Hons) University of Leeds, UK
Certificate in Legal Practice (CLP)
BAR & COURT ADMISSIONS
Kuala Lumpur Bar
High Court of Malaya
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- Rahmat Lim & Partners, in association with Allen & Gledhill (Singapore)
- Trowers & Hamlins (Malaysia, Dubai, Bahrain and Oman)
- Gan, Lee & Tan
Mergers & Acquisitions
- Advised and assisted Southeast Asia’s largest automotive marketplace with presence in Singapore, Indonesia and Thailand with its strategic investment into a 2-year-old Malaysia-based car bidding platform.
- Advised and assisted a company based in Al Fujayrah, United Arab Emirates with its investment into a Malaysia-based international operator and supplier of marine fish fry.
- Advised and assisted a leading digital media company with its acquisition of a social media influencer marketing platform.
- Advised and assisted a last mile delivery platform with the strategic investment into the company by a leading food delivery platform in Australia, with global presence in United States, New Zealand, United Kingdom and Japan.
- Advised and assisted a local client with the acquisition of assets from a global provider of wear-resistant products to the mining, and sand and aggregates industries.
- Advised and assisted a leading integrated logistics solutions provider based in Singapore with its proposed acquisition of shares in a Malaysia company providing logistics and freight forwarding services. (Aborted).
- Provided preliminary legal advice and assistance to a local automotive company in respect of its proposed acquisition of a substantial part of the assets and business of an established automotive parts manufacturing company, owned and operated by a subsidiary of a Malaysian public listed company.
- Advised and assisted a company operating an online housing renovation platform with the strategic investment into the company by a software solution provider.
- Assisted a global provider of comprehensive solutions for aerospace, defence, energy and chemicals with its wholly acquisition of shares in a company based in Oman which provides global professional project and asset services in the energy, chemicals and resources sectors.
- Assisted a healthcare operator listed on the stock exchange in Malaysia with its acquisition of all the shares in a private company with a medial hub project in Malaysia.
- Assisted a Singapore based corporation with its acquisition of a majority stake in a leading automotive battery manufacturer listed on Bursa Malaysia.
- Assisted a Hong Kong listed company in the proposed takeover of a Malaysian snacks and confectioneries producer (Aborted).
- Assisted a leading Southeast Asia private equity firm in the take-over and privatisation of a top-tier private education institution in Malaysia.
- Assisted a leading healthcare services provider in Asia in the acquisition of a pharmaceutical chain based in Malaysia.
- Assisted a childcare provider in the UK in the acquisition of kindergartens and childcare centres in Malaysia.
General Corporate Advisory
- Assisted an insurance broker company based in the People’s Republic of China in conducting a legal due diligence exercise and providing a legal opinion in relation to a company incorporated in the Federal Territory of Labuan, Malaysia, for purposes of the initial public offering of its share capital on a stock exchange in the People’s Republic of China.
- Provided advice to a leading representative body for private property developers in Malaysia with issues relating to its Constitution amendments.
- Advised a local engineering consulting company, specialises in structural design and engineering of large and high-rise buildings, in relation to disputes involving its shareholders.
- Advised a Bahraini wholesale Islamic bank on the regulatory steps and legal processes in connection with its proposed voluntary liquidation and the conversion of its wholesale Islamic banking license to an investment firm licence.
- Advised a financial institution in the Sultanate of Oman with respect to its internal investigation involving allegations of fraud and regulatory non-compliance.
Shareholders/ Joint Ventures/ Collaboration Agreements
- Advised a Southeast Asian influencer marketing platform, with presence in Singapore, Thailand, Vietnam and Indonesia, with its joint venture arrangement for purposes of expansion into Malaysia.
- Advised a greenhouse farming company with its contractual joint venture arrangement with a land owner in relation to the management and operation of a greenhouse farming project in the Klang Valley.
- Advised a Japanese company with its contractual joint venture arrangement with a company based in the East Malaysia in relation to the international export of palm kernel shells to Japan for the use as biofuel.
- Advised a wood pellets production company with its contractual joint venture with factory owners in relation to the supply of wood wastes, agricultural biomasses and/or forestry residues to the company for production into wood pellet fuels.
- Advised an online steamboat delivery company with its contractual joint venture arrangement with its partners for the establishment of physical outlets at various locations in Malaysia for purposes of preparation and packaging of the ingredients, and to facilitate the quick delivery of the steamboat ingredients to its customers.
- Advised and assisted the subsidiary of a listed company in reviewing and commenting on a collaboration agreement with respect to the design and construction of integrated water supply system for purposes of supplying water to various developments.
- Advised and assisted a real property, housing and building development company based in the East Malaysia in the drafting of its shareholders’ agreement.
- Advised a local company in the preparation of joint venture and shareholders’ agreements for purposes of the establishment of a chain of outlets in the Klang Valley for the distribution, sales and service of household and vehicle cleaning products.
- Assisted in the drafting of a joint venture and shareholders’ agreement entered between the investment arm of a social insurance and pension services agency, an investment bank (acting as fund manager) and the investment and development arm of an oil & gas authority based in the Middle East, for a Cayman Islands exempted company acting as a general partner of a limited partnership, for purposes of investing in energy sector based assets in the Kingdom of Bahrain to generate returns for its limited partners.
- Assisted in the drafting of a joint venture and shareholders’ agreement in relation to a company established in the Kingdom of Bahrain, which carries on the business of operation of sports facilities as well as the provision of private sports club activities.
- Assisted in the drafting of a shareholders’ agreement in relation to a company registered in Singapore, which carries on the business of acceptance and transmission of moneys from one country to another.
- Assisted in the drafting of a shareholders’ agreement to regulate the management, operations and affairs of companies incorporated respectively in Cayman Islands and Jebel Ali Free Zone, United Arab Emirates, both carrying on the business of manufacture, development, and trading of building cladding products.
- Assisted in the preparation of a convenience store agreement for the establishment and operation of retail convenience stores at various locations in the Klang Valley.
Equity Fundraising/ Investment Agreements
- Advised and assisted an equity crowdfunding platform licensed with the Securities Commission of Malaysia to prepare a series of transactional agreements (subscription agreement, shareholders agreement, constitution, deed of partnership, for both ordinary and preference shares).
- Advised and assisted one of the 5 successful applicants for peer-to-peer financing platform license to prepare and review their financing agreements.
- Advised and assisted an international health and energy product company based in Malaysia in preparing of legal documentation in respect of its proposed private equity fundraising.
- Advised and assisted a local travel agency in preparing of legal documentation in respect of its private equity fundraising.
- Advised and assisted a software development company in preparing of legal documentation in relation to investment into the company by a private investor.
- Advised and assisted a fourth (4th) generation traditional handmade noodle supplier and restaurant owner in preparing of legal documentation in respect of its private equity fundraising.
Real Estate and Corporate Real Estate
- Assisted in the drafting of a joint venture and shareholders’ agreement relating to the development and management of a residential area on a plot of land located in Business Bay, Dubai, United Arab Emirates.
- Assisted in the drafting of a joint venture and shareholders’ agreement for the development, ownership and operation of a residential serviced apartment building in Seef, Kingdom of Bahrain.
- Assisted in the drafting of a hotel management agreement in relation to the management of a four (4) stars hotel located in the Kingdom of Bahrain.
- Assisted an investment arm of a Government agency in Malaysia in the proposed sale of a four (4) stars luxury hotel located in the Central London.
- Assisted a local manufacturer in the drafting of a tenancy agreement in respect of two (2) pieces of lands located at Alor Gajah, Melaka, with a yearly rental of RM 1,560,000.
- Assisted in the drafting of a shareholders’ agreement relating to the management and operation of a company which business is to acquire a piece of land located in Johor’s southern coast and undertake a mixed residential and commercial development on the land.
- Assisted in the drafting of a shareholders’ agreement for purposes of submission of a tender for a project relating to the construction of a mixed development project in Putrajaya.
- Assisted in the preparation of a lease agreement in relation to the lease of a piece of vacant land located in Bentong, Pahang for purposes of construction and building of a mushroom cultivation facility.
- Assisted in a sale and leaseback transaction involving the lease of a property to a subsidiary of a Japanese company where the prior written consent of the State Authority is required for the leasing of the property to a foreign company.
- Assisted one of the largest retail concentrated REIT in Malaysia with its acquisition of a shopping mall located in the city centre of Kuala Lumpur.
- Assisted in the preparation of legal documentation relating to the sale and purchase of properties in Malaysia, including sale and purchase agreement, memorandum of transfer, private caveat lodgement and discharge form, charge and discharge form, notice of assignment, deed of receipt and reassignment, real property gains tax, etc.
Share Option/ Share Award Plans
- Advised companies in the structuring and drafting of employee share option/ share award related documentation, including:
- Advised a management academy in the preparation of the documentation relating to the grant of phantom shares to its academy members.
- Advised a foodtech company in the drafting of its employee share option plan.
- Advised an online car bidding platform company in the drafting of its employee share option plan.
- Advised an online laptop rental company in the preparation of share award documentation.
- Advised a medical aesthetic clinic in the preparation of share award documentation.
- Advised an information technology and services company in the preparation of share award documentation.
Employment Handbooks, Letters and Service Agreements
- Assisted in the reviewing and drafting of employment offer and termination letters/ agreements and employment handbooks for companies of various sizes.
- Advised and assisted multiple companies in the drafting of their service agreements for C-Level Executives and higher management staff.
Other Commercial Agreements
- Advised and assisted on multiple mining rights/ operation agreements relating to the prospecting of land and mining of mineral ores such as iron, dolomites and tin in several locations in Peninsular Malaysia.
- Advised and assisted in the preparation of a joint custodian agreement entered into for the management and use of monies and securities in a joint bank account held on trust with a trust company.
- Assisted more than 100 local and foreign companies with their commercial agreements, including drafting, reviewing and negotiating the following agreements:
- Non-disclosure agreement
- Licensing agreement
- Reseller agreement
- Forwarding and logistics services agreement
- Settlement agreement
- Machineries leasing agreement
- Website development agreement
- Merchant agreement
- Nominee/ trust agreement