Matthew B. Chow

Jurisdictions: Clients trust Matthew's representation on project transactions in many jurisdictions, including in Central Asia and the Middle East (Bangladesh, Pakistan, Dubai), Southeast Asia (Indonesia, Malaysia, Singapore, Myanmar, Laos, Vietnam, Brunei, Thailand, Philippines), the Americas (US, Mexico, Brazil), Africa (Ghana, Mozambique, South Africa), and Australia. 

Sectors: Clients come to Matthew for counsel on projects involving renewable power wind, solar, hydropower (both run-of-river and impoundment), thermal power (coal, CCGT), oil & gas and petrochemical facilities (FSRUs, FPSOs, LNG terminals, oil tankers, refineries, processing facilities), and major infrastructure (airports, mines, roads, HSR, MRT, tunnels).  

Documentation Matters: Clients rely on Matthew to draft and negotiate a broad range of project and project finance documentation, including bespoke and standard form EPC contracts (including FIDIC), offtake agreements (including PPAs), concession agreements, O&M agreements, FSRU shipbuilding/conversion contracts, FSRU and FPSO charters and terminal usage agreements, and the full suite of finance documents for limited/nonrecourse project financings. 

Clients served by Matthew include Mitsubishi Corporation, LNG Link, and ADB.

• Karadeniz on the development of an LNG-to-power powership project in Senegal, including advising on the FSRU charter, LNG sale and purchase agreement, and power purchase agreement.
• Mitsubishi Corporation on its 25% investment into Summit's greenfield LNG import project in Bangladesh, including carrying out full due diligence on the signed project documentation and working with Bangladesh counsel on the regulatory regime. This is the second most progressed LNG import project in Bangladesh and has a complex suite of project documentation that the Mayer Brown team had to digest and summarise for the client.
• The owner on the construction of a FPSO vessel to be used in deep water in Brazil, including advising on the contracting and tender strategy for splitting the construction works into separate work packages for the topside modules and the vessel, drafting and negotiating through to signing the construction contract for the topside modules (with a large part of the negotiations being held remotely with multiple parties given Covid-19 travel restrictions), and developing contractual mechanisms to address Covid-19 and interface/coordination specific risks.

Power— Wind

Advised:

• ADB, JICA, EFA, and commercial lenders on the development and project financing of the 144-MW Lotus Wind Farm Project in Quang Tri Province, Vietnam.
• The lenders on the development and financing of the 75-MW Sidrap Wind Power Project in Indonesia, including leading negotiations between lenders and sponsors on the PPA, the split onshore and offshore construction contracts, and O&M contracts.
• The international and Philippine multilateral agencies on the development and financing of the 80-MW Caparipisan and Balaoi wind farms in Ilocos Norte, Philippines, including carrying out due diligence and drafting amendments to the split onshore/offshore WTG supply and installation contracts and long-term WTG services agreement entered into with Vestas.
• Asian Development Bank and other lenders on the EGCO Theppana wind farm project in Chaiyaphum, Thailand, including carrying out due diligence and working with the sponsors to draft amendments to the split onshore/offshore EPC contracts.

Power— Solar

Advised:

• DEG and the other senior lenders on the project financing of the 50-MW Padma Solar Farm Project in Bangladesh, including carrying out due diligence on the PPA, IA, and full suite of project documents and working with Sponsors to secure amendments/clarifications from BPDB to address key bankability concerns (currently suspended).
• The sponsors in relation to the project financing of a 35-MW solar power plant in Paturia, Manigoni, Bangladesh, including working with Sponsors to secure amendments/clarifications from BPDB to address key bankability concerns in the PPA and IA.
• Asian Development Bank on the development and financing of a 57-MW solar energy power project in Thailand, including leading the due diligence on the split onshore and offshore construction contracts.
• DBS, Clifford Capital and other prospective lenders in relation to the development of the 100-MW Solar Photovoltaic Power Project in Dubai, including reviewing and drafting amendments to the PPA, SHA, land lease agreement, and other project documents.

Power— Hydropower

Advised:

• Marubeni, EDF, and the local Myanmar sponsor on all aspects of the development of the Shweli 3 671-MW hydropower project, which was intended to sell exclusively into the Myanmar market. This would have been Myanmar's largest project financing of a hydropower project (currently suspended following the 2021 military coup).
• Kansai Electric and Andritz, as sponsors, on all aspects of the development of the 66-MW Deedoke run-of-river hydropower project in Myanmar. This would have been the country's first internationally developed hydro-IPP selling exclusively into the Myanmar market (currently suspended following the 2021 military coup).
• Kansai Electric Co., Inc., EGATi, and Lao Holding State Enterprise, as project sponsors, on the development and project financing of the USD916 million 290-MW Nam Ngiep 1 hydropower project in Laos, advising on all aspects of the project, including drafting and negotiating the EGAT cross-border and EDL domestic PPAs and the concession agreement with the Laos government and negotiating the financing with Lenders.
• SK Engineering and Construction, Korea Western Power, Ratchaburi Electricity Generating Holding, and Lao Holding State Enterprise, as project sponsors, on the development and project financing of the USD1.02 billion 410-MW Xe Pian Xe Namnoy hydropower project in Laos.
• Kansai Electric Co., Inc., as project sponsor, on the development of the Xe-Ketam hydropower project in Laos, including drafting the EPC contract tender package for each of the three separate work packages of EPC works.
• Japan Bank for International Cooperation and Mizuho Bank on the financing to a project company set up by Kansai Electric Power Co., Inc. and PT Indonesia Power for the development and construction of the 47-MW Rajamandala Hydroelectric IPP in Indonesia.

Power— Thermal

Advised:

• AIIB, ADB, IFC, Clifford Capital, DBS, and OCBC, as lenders, on the development and project financing of the US$300 million Myingyan power project, Myanmar's first internationally competitively tendered power project and first (and to date only) multi-lender international project financing (Asia Pacific Power Deal of the Year 2017 by Project Finance International; Financial Times Innovative Lawyers Awards Asia-Pacific 2017, "Project Finance Deal of the Year" award by International Financial Law Review (IFLR) Asia Awards 2018).
• China Power and Hubco on the development and financing of a USD2.2 billion 1,320-MW coal-fired power project and coal importation facility in Pakistan, including drafting the tender packages for the split EPC arrangement (separate contracts for the power plant and coal import jetty) and negotiating agreements through to signing in 2016, including several weeks of negotiations in Karachi and Beijing and splitting the contract on an onshore/offshore/wrap basis.
• The project sponsors on the 145.49-MW gas-fired temporary power project in Kyaukse, Myanmar, including drafting and negotiating the PPA, split onshore and offshore EPC contracts, and O&M agreement.
• Export-Import Bank of China, Bank of China, Industrial and Commercial Bank of China, China Construction Bank Corporation, and China Development Bank on the financing of the US$1.4 billion 1,200-MW Vinh Tan 1 BOT coal-fired power project in Vietnam, including leading due diligence on the suite of EPC contracts.
• JIBC, as lender, on the EPC arrangements for the construction of the 300-MW Baja California III natural gas-fired combined cycle IPP in Mexico.

Other Renewables

Advised:

• Clifford Capital and Pentagreen, as lenders, on the financing of a portfolio of bioenergy projects across Indonesia, India, Cambodia, Thailand, and the Philippines, including carrying out bankability red flag due diligence of 16 operating and development stage projects, including review of all EPC, offtake, fuel supply, and O&M contracts.
• Meta, as buyer, on the master REC purchase agreement for the purchase of RECs across a portfolio of solar projects in Vietnam.
• Meta, as buyer, on the master REC purchase agreement for the purchase of RECs across a portfolio of solar projects in Brunei.

Mining and Resources

Advised:

• MAK on all aspects of the development of the Tsagaan Suvarga Copper-Molybdenum Project in Mongolia, including drafting and negotiating all contracts for the EPCM, construction, and equipment supply work packages.
• Project sponsors BASF and Eramet on the development of its US$2.6 billion Sonic Bay Nickle Smelter Project in Indonesia.
• Morimatsu, as EPC contractor, on the EPC contract for the construction of a US$1.6 billion CRDMO facility in Singapore for project owner WuXi Biolgics.
• Pertama Ferroalloys Sdn Bhd on the project documents for the construction of a manganese smelting plant in Sarawak, Malaysia, with an annual production capacity of 350,000 tonnes and a nominal electrical load of 270 MW, including drafting and negotiating all supply and offtake agreements, construction contracts, management services agreements, and coordination agreements for the project.
• Whitehaven Coal Ltd on the construction of the AUD527 million Narrabri Underground Coal Mine in New South Wales, Australia, including drafting and negotiating the suite of bespoke construction contracts and accompanying tender documents, and also providing ongoing contract administration and dispute resolution advice throughout the life of the project.

M&A

Advised:

• China General Nuclear Power Corporation on its USD2.4 billion purchase of 14 power plants owned and operated by Edra and Powertek, subsidiaries of 1MDB. Matthew led the due diligence on all power assets in Bangladesh and Pakistan, including coordinating the review of all finance, corporate, and project documentation both internally and with local counsel.
• Tokyo Electric Power Company on the merger of its power business with Chubu Electric Power Co., Inc., leading the due diligence on all power assets owned and operated by Chubu in Thailand, including reviewing all corporate, project, and finance documentation.
• Whitehaven Coal Ltd on the AUD5.1 billion merger with Aston Resources (which created the single largest independent coal company listed on the Australian Stock Exchange), carrying out due diligence on all construction-related agreements, including port access agreements, design and construction agreements, rail access agreements, and engineering consultancy agreements.