'Understanding the spirit of the law'
In an interview with IFLR for the Asia Future Leaders series, Jirapat Thammavaranucupt of Weerawong Chinnavat & Partners provides an insight into his career and shares his thoughts on dealmaking during the pandemic
A partner in the projects practice at Weerawong Chinnavat & Partners in Thailand, Jirapat Thammavaranucupt is exclusively the only lawyer from Thailand to be featured in IFLR Asia Future Leaders 2021. Thammavaranucupt has significant expertise in advising on PPP and project financing mandates, including advising the Government of Thailand in drafting the new Public-Private Partnership Act and in setting up a framework for PPPs in the Eastern Economic Corridor.
Being a dealmaker
Why did you choose to pursue a career in law? Was there an ‘aha’ moment?
My passion is to participate in the development of infrastructure in my country, and to resolve the legal obstacles that restrict economic opportunities. People often believe that the law restricts economic opportunities; however, governing agencies may employ appropriate legal tools and strategies to stimulate economic activity.
What makes your approach to dealmaking unique or distinct from other lawyers?
Understanding the needs and constraints of the parties involved ensures that we are able to provide high-value solutions for our clients. Once we understand those things, we can start determining the best way to close deals.
Can you provide three examples of recent transactions and the role you played?
First, I represented the Government of Thailand, Office of the Eastern Economic Corridor (EEC), in the U-Tapao Airport and Eastern Aviation Development Project joint investment agreement for the development of U-Tapao Airport and Eastern Aviation City.
The new airport is part of the Ministry of Transport’s development plan to create Thailand’s Eastern Airport City and regional aviation hub. The company that was awarded the concession was the BBS Joint Venture (consisting of Bangkok Airways, BTS Group Holdings, and Sino-Thai Engineering and Construction). The agreement was signed at Government House on June 19 2020 and witnessed by Prime Minister Prayut Chan-o-cha. The project has an investment value of nearly THB300,000 million (US$10 billion).
On another occasion, I represented the Government of Thailand, Office of the Eastern Economic Corridor (EEC), but this time in a public-private partnership (PPP) agreement to develop the high-speed rail project linking the Suvarnabhumi, Don Mueang, and U-tapao airports.
The high-speed rail link is the biggest PPP concession project in Thailand and the first concession granted on a high-speed train project. The main private sector project operators include the Charoen Pokphand Group (CP), Italian-Thai Development Public Company Limited, China Railway Construction Corporation Limited, CH. Karnchang Public Company Limited, and Bangkok Express and Metro Public Company Limited (BEM). The agreement was executed in October 2019. The project has an investment value of nearly THB220,000 million (US$7.2 billion)
I was also entrusted by the Government of Thailand, State Enterprise Policy Office (SEPO), Ministry of Finance, in the drafting of the new Public-Private Partnership Act B.E. 2562 (2019), governing the development of all infrastructure in Thailand. The new law enables investment in various new infrastructure projects, such as rail, airport, port, road, and digital technology projects. The law came into force in March 2019.
From your career, is there a particular deal that sticks out to you as a turning point, or watershed moment for you, and why? What did you learn or take away from that deal?
I have learned important skills from my experience in the negotiation and closing of PPP infrastructure projects. It is important to go in with a strong negotiating position but also to remember that it is often not an all-or-nothing situation.
Before we can find where the middle ground is, we need to know what the counterparty’s position is. It is important to truly listen to and understand the other side. Next, in order to close the deal, we determine what is important to our client and understand what our client is willing to compromise.
Then, we start thinking of alternative solutions and offers. The findings lead me to create mutually agreeable solutions, and to overcome the constraints of both parties.
What do you consider to be the greatest achievements of your career?
I was greatly honoured to be entrusted by the Government of Thailand, State Enterprise Policy Office (SEPO), Ministry of Finance, with the drafting of the new Public-Private Partnership Act B.E. 2562 (2019), governing the development of all infrastructure in Thailand.
The new Public-Private Partnership Act is a promising start for the integration of PPPs into the infrastructure development agenda. Partnerships between private companies and the government provide advantages to all parties involved. Infrastructure development has become an increasingly important growth engine that can stimulate demand, create jobs, increase productivity, and promote inclusive growth for the country.
Firm-wide goals and benefits
How has your firm helped you grow as a lawyer and as a leader?
The firm has helped me realise where my strengths and passions lie, enabling me to set concrete goals and an actionable plan to achieve my professional goals. At the same time, I feel so fortunate to have been constantly guided by Mr Weerawong Chittmittrapap, a senior partner at Weerawong Chinnavat & Partners Ltd.
What are the firm’s key takeaways in terms of value and culture?
Client-centric service is at the heart of every decision. We need commercial awareness as well as legal skills to support our client-centric culture. By focusing on understanding our clients’ needs, we have created a proactive, company-wide commitment to our clients’ success.
Dealmaking in the pandemic era
The pandemic spurred change across the board. What trends from 2020 do you see sticking around into 2021 and beyond in your field of expertise?
Facing constraints in terms of public resources and the fiscal space, while recognising the important role of investment in infrastructure for economic recovery, the government might turn to the private sector, specifically PPP concession projects, as an additional source of funding to bridge the funding gap.
Are there any initiatives that you have observed which you feel may help your clients deal with the repercussions of the Covid-19 pandemic?
The Covid-19 pandemic has significantly disrupted the operations of many businesses. As a result, many affected businesses are asking questions about their contractual obligations. We may suggest the re-negotiation of an existing contract based on the current circumstances brought about by Covid-19.
Describe a deal-related challenge in 2020–2021 that you dealt with and how you overcame that challenge? Could be specific to a certain deal or more general in terms of adjustment from in-person meetings to Zoom, or anything in between?
Virtual meetings have become the standard. The first challenge of virtual meetings is keeping people engaged, focused, and attentive. Another big challenge is the lack of authentic cues or feedback in virtual meetings – both verbal and non-verbal cues must be well understood. Furthermore, the absence of face-to-face interactions may lead to difficulties in decision-making and problem-solving processes.
Future of dealmaking
What challenges do future leaders face in the profession, which the previous generation of partners did not experience?
Lawyers and law firms have been pushed to rapidly adapt to sudden disruptions, and to foresee solutions in order to serve their clients more effectively under these radically changed circumstances.
What key piece of advice would you give to young lawyers just getting into a firm or entry level job? Is there something you wish you knew when you were first starting out?
Invest time and energy in building a solid foundation. Understanding the spirit of the law, building up considerable experience in logical, strategic, and big-picture thinking, as well as expanding your expertise in different practice areas are key to becoming a successful lawyer.
If you could introduce one new policy in the legal profession what would it be?
Making a deal is effectively about making all parties feel like winners – it is not a zero-sum game. Therefore, lawyers should focus on long-term mutual gains, together with forming partnerships, instead of short-term gains for the client or lawyer.
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