Jirapat Thammavaranucupt

Partner


Contact Details

T: + 66 2 264 8000
F: + 66 2 657 2222
Email:

Jirapat Thammavaranucupt has extensive experience advising on infrastructure projects and public private partnerships (PPP), as well as the drafting of legislation and regulations in relation to PPP in Thailand. 

He was entrusted to advise the Government of Thailand in the drafting of the Public Private Partnerships Act (2562) (2019) and has provided counsel on the establishment of the current framework for PPPs in the Eastern Economic Corridor. He advises private and public sector clients on airport, rail, port, energy and digital park projects, as well as capital markets, mergers and acquisitions. 

Jirapat is a regular speaker at seminars on PPP, corporate governance and anti-corruption law arranged by the Thai Institute of Directors and national law schools. 

Recent Experience

1. Laws and Regulations

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. The law came into force in March 2019. Jirapat provided seminars for officials of the relevant state agencies. 

Entrusted by the Government of Thailand, Office of the Eastern Economic Corridor of Thailand (EEC) in the drafting of the law governing PPPs in the EEC area, subordinate regulations and the subsequent guidelines regarding the PPP mechanism and projects in the EEC area. These laws and regulations are the pilot laws for the PPP framework for Thailand, as well as the complete framework beginning with preparation and instigation of PPP projects by each government agency, all the way to signing and the completion of a PPP project. 

Entrusted by the Government of Thailand, State Enterprise Policy Office (SEPO), Ministry of Finance on the drafting of sub-regulations and guidelines under the Private Investment in State Undertaking Act B.E.2556 (2013) for PPP in joint investments with state agencies. This includes advice on policy and procedures for the bidding process and other PPP related issues. (2015-2016)

Entrusted by the Asian Development Bank on the implementation of Integrity Pacts, agreements between government agencies and bidding companies to abstain from corrupt practices in public procurement. (2015-2016)

2. Infrastructure Projects, Public Private Partnership Contracts and Concession Contracts

Representation of the Government of Thailand, Office of the Eastern Economic Corridor (EEC) in the public-private partnership (PPP) agreement to develop the high-speed rail project linking 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 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. THB 220,000 million (USD 7.2 billion) (Closed)
 
Representation of 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 development plan to create Thailand’s Eastern Airport City and regional aviation hub. The private sector company that received the concession is 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 19 June 2020 and witnessed by Prime Minister Prayut Chan-o-cha. The project has an investment value of nearly THB 300,000 million (USD 10 billion). (Closed)
 
Representation of Bangkok Mass Transit System Public Company Limited (BTSC) on the renewal of the concession contract for the Green Mass Transit Line, as well as the related PPP regulations under Clause 44 of the Constitution of Thailand. The Green Line is the first and the main sky train line passing through all of the central business districts in Bangkok Metropolis. This renewal contract includes both the main line and the extensions, with a total distance of 60 km. (2019-2020). THB 300 million (USD 9.8 billion)
 
Representation of the Government of Thailand, Office of the Eastern Economic Corridor of Thailand (EEC) in the agreement to develop the Laem Chabang Deep Sea Port Phase 3. This port is located at a strategic location and is envisioned to service the transport of goods between Thailand and other ASEAN countries. The completed port will be one of the largest seaports in ASEAN.THB 150 billion (USD 4.8 billion)
 
Representation of the Government of Thailand, Office of the Eastern Economic Corridor (EECin the public private partnership (PPP) agreement signed by the Industrial Estate Authority of Thailand and Gulf MTP LNG Terminal for the Third Phase of the Map Ta Phut Port Project. The Third Phase of the Map Ta Phut Port Project is an infrastructure project for the petroleum industry and is designed to facilitate the annual shipment of 19 million tonnes of natural gas and liquid cargo. The Gulf MTP LNG Terminal is a joint venture between Gulf Energy Development and PTT Tank Terminal. The PPP agreement was signed on 1 October 2019. THB 55.4 billion (USD 1.8 billion) (Closed)
 
Representation of Northern Bangkok Monorail Company Limited in relation to the PPP agreement for Bangkok’s Pink Line monorail with the Mass Rapid Transit Authority (MRTA) of Thailand. The joint venture comprises BTS Group Holdings, Sino-Thai Engineering & Construction Public Company Limited and Ratchaburi Electricity Generating Holding Public Company Limited. This large infrastructure project is the first monorail in Thailand. It is also the first PPP model for the development of a mass transit system involving a private party responsible for key roles, e.g. design, build, operate and maintain. THB 50 billion (USD 1,596 million) (Closed)
Project Finance Deal of the Year, Asian Legal Business SE Asia Law Awards, 2018
 
Representation of Eastern Bangkok Monorail Company Limited in relation to the PPP agreement for Bangkok’s Yellow Line monorail in a public-private partnership (PPP) with the Mass Rapid Transit Authority (MRTA) of Thailand. The joint venture comprises BTS Group Holdings, Sino-Thai Engineering & Construction Public Company Limited and Ratchaburi Electricity Generating Holding Public Company Limited. THB 53 billion. (USD 1,692 million) (Closed)
Project Finance Deal of the Year, Asian Legal Business SE Asia Law Awards, 2018 
 
Representation of CAT Telecom Public Company Limited in relation to undertaking a public-private partnership (concession) project for Digital Park Thailand, a new business community and digital ecosystem with a vibrant mix of office, residential, and lifestyle uses creating a new data hub. As Thailand’s first digital hub, this project plays an important role in the S-curve development of the country’s economy. THB 10 billion (USD 300 million)
 
Representation of the Government of Thailand, Office of the Eastern Economic Corridor of Thailand (EEC) in the agreement to develop Thailand Genome Sequencing Center under Genomics Thailand Master Plan. The Project is one of the Thai government’s efforts to enhance the country’s public health and medical industry and to transform Thailand into a regional hub for medicine. THB 750 million (USD 24 million)
 
Representation of the Government of Thailand, Office of the Eastern Economic Corridor of Thailand (EEC) and Thai Airways Public Company Limited in the agreement to develop the Thai-Airbus Maintenance Repair Overhaul Centre. The first of its kind, the centre will be based in the U-Tapao International Airport to serve the maintenance requirements of aircrafts.  The project will be the largest maintenance, repair overhaul center in the ASEAN region. THB 10.3 billion (USD 330 million)
 
Representation of Total Access Communication Public Company Limited (DTAC) on pre-litigation advice on telecommunications law. (Closed)
 
3. Engineering Procurement and Construction, Operation and Maintenance and Engineering and Manufacturing Contracts

Representation of the Bangkok Mass Transit System Public Company Limited (BTSC) in relation to public procurement and engineering, procurement and construction agreements for the extension of the mass transit Green Line (North-South) from Bearing to Samutprakan and Mo Chit to Kukot. The Green Line is the first, largest and most important mass transit in Thailand since its route covers the centre of Bangkok and central business district areas. THB 52.97 billion (USD 1.6 billion) (Closed)
 
Representation of Northern Bangkok Monorail Company Limited in relation to the engineering, procurement and construction agreements for the construction of Bangkok’s Pink Line monorail with the Mass Rapid Transit Authority (MRTA) of Thailand. The joint venture comprises BTS Group Holdings, Sino-Thai Engineering & Construction Public Company Limited and Ratchaburi Electricity Generating Holding Public Company Limited. This large infrastructure project is the first monorail in Thailand. THB 50 billion (USD 1,596 million) (Closed)
Project Finance Deal of the Year, Asian Legal Business SE Asia Law Awards, 2018
 
Representation of Eastern Bangkok Monorail Company Limited in relation to the engineering, procurement and construction agreements for the construction of Bangkok’s Yellow Line monorail in a public-private partnership (PPP) with the Mass Rapid Transit Authority (MRTA) of Thailand. The joint venture comprises BTS Group Holdings, Sino-Thai Engineering & Construction Public Company Limited and Ratchaburi Electricity Generating Holding Public Company Limited. THB 53 billion. (USD 1,692 million) (Closed)
Project Finance Deal of the Year, Asian Legal Business SE Asia Law Awards, 2018
 
Entrusted by the Government of Thailand, Port Authority of Thailand to review, analyze and provide recommendations on the rights and obligations of the state party under public-private partnership contracts for six port projects, including a report on issues in relation to state benefits and standardization of PPP contracts as outlined in State Enterprise Policy Office (SEPO) guidelines. (2016)
 
4. Capital Markets (including Real Estate Investment Trusts and Infrastructure Funds)
 
Representation of the Electricity Generating Authority of Thailand (EGAT), the largest power generator in Thailand, and Krung Thai Asset Management Public Company Limited (KTAM), the fund manager, on the initial public offering of North Bangkok Power Plant Block 1 Infrastructure Fund Electricity Generating Authority of Thailand (EGATIF), the first state-owned enterprise sponsored infrastructure fund, and with an offering size of THB 20,855 million (approximately USD 641 million), the largest electricity infrastructure fund to be listed on the Stock Exchange of Thailand to date. Trading of EGATIF investment units commenced on 13 July 2015.
 
Representation of Amata Summit Ready Built Co., Ltd. in relation to the establishment of a real estate investment trust (REIT) under the applicable securities laws and regulations, for which Kasikorn Asset Management Co., Ltd. will act as a trustee to the REIT. 
 
Representation of Univentures Public Company Limited and Goldenland Property Development Public Company Limited in regard to establishing an REIT under the applicable securities laws and regulations, for which Kasikorn Asset Management Co., Ltd. will act as a trustee to the REIT.
 
Representation of True Properties Co., Ltd. in the establishment of Bualuang Office Leasehold Real Estate Investment Trust (BWORK), having Krung Thai Asset Management Public Company Limited as the Trustee and BBL Asset Management Company Limited as the REIT Manager. BWORK has invested in the 30-year leasehold rights of land and buildings, namely True Tower 1 on Ratchadapisek Road and True Tower 2 on Pattanakarn Road, Bangkok. The total investment value is approximately THB 4,000 million (approximately USD 127 million) which was raised from the issuing of new IPO trust units and money borrowed from Bangkok Bank Public Company Limited. The first day of trading was on 28 February 2018.
 
Representation of The Siam Commercial Bank, Maybank Kim Eng Securities (Thailand) and Macquarie Capital Thailand as underwriters to CPN Retail Growth Leasehold Property Fund (CPNRF), including subscription of the investment units in the Fund.  
 
5. Mergers & Acquisitions
 
Representation of Origin Property Public Company Limited (ORI) in the THB 4 billion acquisition of all shares in Proud Residence Co., Ltd., the developer of The Park 24, a luxury condominium project in the central business district of Bangkok. At the same time, ORI offered newly-issues shares valued at THB 1 billion under private placement to the existing shareholders of Proud Residence. By entry into this transaction, ORI expands its business capabilities and competitiveness through expansion into the high-end condominium industry, thereby enhancing brand recognition and perception in the higher demographic of customers. The deal closed on 2 October 2017.
 
Representation of PTT Public Company Limited, Thailand’s largest energy firm, in the restructuring of its oil marketing and retail business worth up to THB 121 billion, with a plan to list this division on Thailand's stock exchange. The restructuring of the retail unit, to be named PTT Oil and Retail Business Co., Ltd. (PTTOR), involved more than 1,400 service stations representing 40 percent of Thailand’s petrol station market. (2016-2017)
 
Representation of Tipco Asphalt Public Company Limited (TASCO), the country’s leading asphalt maker in the THB 1.9 billion (approximately USD 54 million) acquisition of shares in five subsidiaries (in Singapore, Vietnam, Indonesia and Thailand) of France’s Colas Group, the world’s largest road construction company and a major supplier of blended bituminous products for road surfacing. The acquisition will enable TASCO to boost sales in Indonesia and Vietnam by approximately 200,000 tonnes in 2016.
 
Representation of Jardine Cycle & Carriage Limited (JC&C), SGX-ST listed company and a member of the Jardine Matheson Group, in respect of the acquisition of 57.27 million ordinary shares representing approximately 24.9 per cent of the issued share capital of Siam City Cement Public Company Limited (SCCC), Thailand’s second largest cement manufacturer, from Holcim subsidiary Thai Roc-Cem Limited for total consideration equivalent to USD 615 million.
 
Representation of Ananda Development Public Company Limited (ADC) on a joint venture with SEA Investment Five Pte. Ltd., a subsidiary of Mitsui Fudosan Residential Co., Ltd. to develop property projects in Thailand.
 
6. Speaker
 
Entrusted by the Government of Thailand, State Enterprise Policy Office (SEPO), Ministry of Finance in provided seminars for officials of the relevant state agencies in 2017, e.g. strategic plans to encourage private investors to participate in infrastructure projects in 2015-2025, the secondary and subordinate legislation in accordance with the Private Investment in State Undertaking Act B.E. 2556.
 
Guest lecturer at national law schools (for example, Chulalongkorn University and Thammasat University schools of law) re: public private partnerships and the regulations related to government agencies and state owned enterprise.
 
Invited to be a speaker of the Institute of Directors of Thailand on 1) anti-corruption, integrity pacts, public procurement and public private partnership (2016 - present), and 2) Duties and liabilities of directors, and the preparation of minutes (from year 2016 – present).
 
7. Publications
 
“Thailand, The Public-Private Partnership Law Review”, The Law Reviews, Editions 2-5 (2016-2019)
 
“Procuring Infrastructure Public-Private Partnerships 2018 In Thailand”, World Bank Group  
 
Recent Feedback
 
Noted for its ‘broad knowledge’, ‘diligence’ and ‘commitment’, Weerawong, Chinnavat & Partners has established itself as a go-to firm for PPPs in Thailand.”- The Legal 500
 
"Depth of knowledge regarding the legal issues being faced, service mindedness, understanding of the client's management needs, coverage of potential issues, creativity, and understanding of commercial issues."- IFLR1000
 
Jirapat Thammavaranucupt is the most well-rounded lawyer in public-private partnerships ("PPP") practice in Thailand and a real rising star. Thorough and in-depth legal knowledge is his core which, in combination with his understanding of the clients' requirement and exceptionally high level of commitment, always leads to the best possible solution/legal advice for the clients. Leadership is his strong suit in every meeting. He can easily run the meetings effectively without any partner's involvement. His team members also look up to him as their role model. His strong network with both government and private sector clients is second to none. Clients consider him as a trusted advisor, and the referral rate is extremely high. His ability to both pitch for and execute quality deals is admirable. Mr Jirapat also looks at the bigger picture and keeps the country's interest at heart. His most applause-worthy character is to always strive to develop good PPP standards in Thailand, which he has been very successful in from his valuable contribution in drafting the country's PPP Act and notable efforts in advising multiple large PPP projects in Thailand.”- IFLR1000
 
Jirapat Thammavaranucupt has significant expertise in PPP projects, especially in relation to transport infrastructure developments. Interviewees are "impressed with his logical reasoning and understanding of PPP law," as well as his "business-oriented mind."- Chambers and Partners
 
"He is responsive, provides practical solutions and is a leading lawyer in the PPP field."- Chambers and Partners
 
A projects specialist, Jirapat was entrusted by the Thai government as a key drafter of the new PPP law, which was enacted by parliament on March 10 this year. This new PPP law will be a main tool for the Thai government to significantly improve infrastructural development throughout the country, including infrastructure projects like airports, high-speed railway, ports, public hospitals and schools. He was additionally engaged by the government on the development of six backbone infrastructure projects for Thailand’s Eastern Economic Corridor (EEC). In developing these six mega projects (comprising high-speed railway connecting three airports, U-tapao airport, Laemchabang port, Maptaphut port, Digital Park Thailand and MRO Centre Project, the EEC has undertaken PPPs, and Weerawong has been entrusted to lead all six mega projects including drafting and negotiating concession agreements for these projects. These projects will combine to develop the country’s economy under the Thailand 4.0 initiative. “Jirapat is one of the few lawyers that I can trust in handling mega infrastructure projects. He always strives to improve the PPP standard in Thailand,” says a client.- Asian Legal Business
 
Very professional work.”- Asialaw Profiles

Education

LL.M. (Honors), Commercial Law
University of Cambridge (Downing College) UK 2012

LL.B. (1st Class Honors)
Thammasat University 2009

Lawyers Council of Thailand, admitted 2009

Notarial Services Attorney, admitted 2013

Citizenship

Thai

Languages

Thai, English

Recent Accolades

Tier 1, Projects, The Legal 500, recognized as a Next Generation Partner (2019-2020)

Tier 1, Project Development, IFLR1000, recognized as a Rising Star (2020)

Highly Recommended, Infrastructure, Asialaw Profiles, recognized as a Rising Star (2019-2020)

Tier 1, Transportation, Chambers and Partners, recognized as an Associate to Watch (2020)

Asian Legal Business top 40 Under 40 legal professionals in Asia in 2019

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