MLFernandez

Ma. Luisa S. Fernandez-Guina

Biography

Luisa Fernandez-Guina is a partner in Quisumbing Torres’ Corporate & Commercial Practice Group. She is also a member of the Firm’s Consumer Goods & Retail Industry Group. She has 11 years of experience in the areas of mergers and acquisitions, corporate restructuring, commercial agreements and contracts, and general corporate and commercial work.

Practice Focus

Luisa's practice focuses primarily on foreign investment regulation, doing business concerns, property transfers and acquisitions, special registrations, and outsourcing. She has also advised clients on environmental regulations and assisted them on compliance, monitoring and reporting issues

Representative Legal Matters

  • Assist a multinational retail clothing company based in Europe with the following: (i) obtaining a certificate of pre-qualification with the Board of Investments and registration with the Securities and Exchange Commission; (ii) review of its lease arrangements with leading mall operators in the Philippines; and (iii) provide corporate secretaryship services and routine corporate advice.
  • Advise an American company specializing in the use of multi-level marketing to sell health, beauty, and home care products on matters relating to their Philippine operations, including regulatory issues, issues relating to advertising, sales and marketing programs and promotions. Assist client in the review of various contracts and arrangements, taking into account their chosen business model.
  • Advise a leading South Korean eco-friendly cosmetics brand on the proposed business models for its potential operations in the Philippines.
  • Assist the world's largest automotive safety supplier, with sales to all major car manufacturers in the world in the structuring of the joint venture vehicle that will qualify to purchase two parcels of land in a special economic zone registered with the Philippine Economic Zone Authority (PEZA) in Lapu-Lapu City, Cebu, and the possible registration of the vehicle with the PEZA.
  • Assist the Philippine subsidiary of an American multinational engaged in engineering, procurement, construction and maintenance in the purchase of 40% of the units in a building. Conduct limited due diligence on the building, and based on our findings, advise client on the structuring of the development as a condominium project to qualify it to purchase 40% of the units, in light of the constitutional restriction on foreign ownership of land.
  • Assist an Australian holding company that manufactures plastics packaging and other products for customers in food, dairy, beverage, chemical, agricultural, industrial, and other sectors in the conduct of a limited due diligence in connection with the proposed acquisition of 100% of the shares in a plastic closure design, manufacturing and high speed capping equipment/application systems company.
  • Assist a company that designs, builds, and services critical infrastructure for vital applications of data centers, communication networks, and commercial and industrial facilities in establishing its acquisition structure and restructuring a number of corporate entities in connection with its acquisition of a global data and technology company.
  • Assist a British multinational tobacco company in the conduct of legal due diligence in connection with its acquisition of a Philippines-based tobacco company.
  • Assist an affiliate of a global financial institution in the sale of its shares in a real estate developer and management company (company), which constitutes 20% of the outstanding capital stock of the company to the existing shareholders.
  • Assist and advise a diversified global manufacturer of equipment and components and specialty systems on various corporate matters in relation to the establishment of its shared services center in the Philippines.

Professional Associations and Memberships

  • Integrated Bar of the Philippines
  • International Bar Association
  • Philippine Retailers Association

Admissions

  • Philippines (2006)

Education

  • Ateneo de Manila University (JD) (2005)
  • Ateneo de Manila University (AB Economics cum laude) (2000)

Languages

  • English
  • Filipino

Previous Offices

  • Hong Kong