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Napas Na Pombejra

Napas Na Pombejra

Partner
Baker & McKenzie Limited Attorneys at Law

Biography

Napas joined Baker McKenzie in June 2011 as a member of the Financial Services Division and became partner in 2023.

With her multiculural background growing up in USA, Hong Kong and Indonesia and her law degrees from both the UK and Thailand, she is highly skilled and experienced in representing both international and domestic project owners, potential acquirers, sponsors and syndicated lenders on a wide range of international and cross-border projects.

Prior to joining Baker McKenzie, Napas was an associate with a leading city firm where she practiced commercial law and alternative dispute resolution for nearly two years. Before embarking on a career in law, Napas worked in the finance industry as an associate consultant in corporate advisory services for Baker Tilly (Thailand) Ltd.

Practice Focus

Napas currently focuses her practice within the Global Energy & Infrastructure Practice Group. She has been actively involved in both cross-border as well as onshore transactions relating to major projects, project financing, project development, and mergers and acquisitions of companies in the power, oil and gas, and petrochemicals industries, as well as general banking and finance matters.

Representative Legal Matters

  • Represented B.Grimm Power Public Company Limited in connection with the take-out financing of a utility-scale solar power plant with an aggregate installed generating capacity of up to 200 MWp located in Tay Ninh Province, Vietnam, owned and operated by Dau Tieng Tay Ninh Energy Joint Stock Company. Financing was provided by Asian Development Bank (ADB), Bangkok Bank Public Company Limited, KASIKORNBANK Public Company Limited, Industrial and Commercial Bank of China (Thai) Public Company Limited, Kiatnakin Phatra Bank Public Company Limited and Standard Chartered Bank (Thai) Public Company Limited. Awarded "Renewable Energy Deal of the Year: Solar Vietnam, (Country Deal Awards ASEAN, Vietnam)" by The Asset Triple A Infrastructure Awards 2022.

  • Represented five syndicated lenders (Bangkok Bank Public Company Limited, Export-Import Bank of Thailand, Government Savings Bank, KASIKORNBANK Public Company Limited and The Siam Commercial Bank Public Company Limited) in six project financings of seven gas-fired cogeneration power plants across Thailand owned and operated by the B.Grimm Power Public Company Limited group. The power plants will generate up to 980 MW aggregate power and supply to Electricity Generating Authority of Thailand (EGAT) under the third-generation SPP program and SPP replacement program, with the remaining capacity sold to industrial users. Awarded "Power Deal of the Year 2021" (Country Deal Awards ASEAN, Thailand)" by The Asset Triple A Infrastructure Awards 2021.

  • Advised Sumitomo Mitsui Banking Corporation on a bilateral term loan facility to Long Son Petrochemical Company Limited (LSP), a joint venture between The Siam Cement Group Public Company Limited (SCG) and Vietnam Oil and Gas Group (Petro Vietnam).to finance the Long Son Petrochemical Project in Vietnam. The guarantor is The Siam Cement Public Company Limited. This was one of the six financing transactions whereby we represented four of six separate and different financings across three jurisdictions. Awarded “APAC Petrochemicals Deal of the Year,” IJGlobal Awards, 2018.

  • Acted for Electricity Generating Public Company Limited as sponsor and Khanom Electricity Generating Company Limited as project company in the landmark THB12,880,499,000 and USD312,000,000 syndicated project financing from Japan Bank for International Cooperation (JBIC), Sumitomo Mitsui Banking Corporation, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Mizuho Bank, Ltd., Bangkok Bank Public Company Limited and Oversea-Chinese Banking Corporation Limited, for the development, construction, ownership, commissioning, operation and maintenance of the new 930 MW net gas-fired combined cycle cogeneration station to be located in Khanom District, Nakhorn Si Thammarat Province, which is notable as the only IPP project in Thailand to have achieved financial closure in 2013.

  • Advised Super Energy Corporation Public Company Limited and its subsidiaries (Super Energy) on the divestment of 90% of their equity in 8 of Super Energy's brownfield solar power projects in Thailand through an auction process to Levanta Renewables.

  • Advised Energy Absolute Public Company Limited (EA) in relation to the preparation, negotiation and execution of a joint development agreement with the Government of the Lao PDR (GOL) to raise funds in an amount of up to USD 1 billion for the ongoing development and management of the Lao PDR's clean energy business, including the management of more than 7 GW aggregate installed capacity of existing hydropower projects in the Lao PDR, through a minority stake in a joint venture with the GOL. The proposed joint venture will, among other things, oversee the management, distribution and export of clean energy and foster the growth of an EV ecosystem and further investment in renewable energy projects in the Lao PDR. Upon completion of the joint venture, this will mark EA's first footprint in the Lao PDR and the introduction of EA as a new major influential player in the Lao PDR power market.

  • Advised RATCH Group Public Company Limited and its partners, B.Grimm Power Public Company Limited and Lao World Engineering & Construction Company Limited, in their collective capacity as sponsors and developers, in the review and negotiation of the PPA with EGAT in relation to the development of the Xekong 4A and 4B Hydroelectric Power Project located on the Xe Kong River in Xekong Province, Lao PDR, being the first project of its kind in the Lao PDR with two separate reservoirs having a total of 4 generating units. This necessitated extensive revisions to EGAT's standard template for the PPA (including its schedules and attachment) to accommodate the complexities arising from the separate reservoirs concept.

  • Acted for PTT Global Chemical Public Company Limited and Vopak Holding International B.V., as existing shareholders of Thai Tank Terminal Limited (TTT), a company that operates and manages a liquid products public terminal at Map Ta Phut Industrial Estate under a 30-year public-private partnership (PPP) contract with the Industrial Estate Authority of Thailand, in connection with the acquisition of a 28.57% equity interest in TTT by Gulf Energy Development Public Company Limited.

  • Acted jointly for Nexif Energy Management Pte Ltd and RATCH Group PLC in connection with their joint development and subsequent joint venture in relation to a 80 MW nearshore wind power plant project located in Ben Tre Province, Vietnam being developed by Nexif Energy Ben Tre One Member Company Limited.

  • Acted for HMC Polymers Co., Ltd., in the preparation and negotiation of an EPC Contract for the construction of an expanded petrochemicals plant in Thailand, beginning from the preparation of a model EPC Contract under a consortium structure to be submitted to bidders and the subsequent negotiation of the EPC Contract with potential bidders.

  • Acted for Berkeley Energy in its major acquisition of Symbior Solar Siam’s portfolio of commercial and industrial solar rooftop projects in Thailand, Malaysia, the Philippines, Indonesia and China.

  • Acted for Tokyo Gas Co., Ltd., in its acquisition of a 28% stake in a 350 MW IPP gas-fired combined cycle power plant in Bang Bo, Samut Prakarn, Thailand, owned and operated by Eastern Power and Electric Co., Ltd., from TOTAL Gas & Power Thailand S.A.S., a wholly-owned subsidiary of the French international oil and gas corporation TOTAL Group. This is Tokyo Gas’ first entry into the Thai power industry.

  • Acted for META Corporation Public Company Limited (formerly Vintage Engineering Public Company Limited) in relation to (a) corporate approvals in connection with their diversification into the EPC market; and (b) preparing and negotiating (i) offshore supply and onshore construction services agreements with Green Earth Power Company Limited for the development and construction in 4 phases of an approximately 220 MW solar power plant in Minbu, Myanmar, and (ii) a turnkey EPC contract with China Triumph International Engineering Company Limited to subcontract the works. This is Vintage Engineering’s first entry into the EPC market and first footprint in Myanmar.

Professional Honors

  • "Rising Star" in Projects and Energy, The Legal 500 Asia Pacific, 2020-2024
  • Shortlisted finalist for the "Rising Star of the Year" in Projects & Energy by The Legal 500 Southeast Asia Awards 2023
  • "Next Generation Lawyer" in Projects and Energy, The Legal 500 Asia Pacific, 2019

Professional Associations and Memberships

  • Lawyers Council of Thailand
  • Thai Bar Association, Extraordinary Member

Admissions

  • Thailand (2017)

Education

  • Chulalongkorn University (LLB) (2018)
  • Queen Mary, University of London (LLB (Hons)) (2009)
  • Chulalongkorn University (BA in Economics (International Program), First Class Honors) (2006)

Languages

  • English
  • Thai

Firm Committee Memberships

  • Senior Associates Steering Committee of the Global Projects Practice Group, APAC Representative (2022 - present)
  • Summer Internship Committee, Bangkok Office (2021 - present)
  • Diversity & Inclusion Committee, Bangkok Office (2016-2018)
Baker & McKenzie Ltd. is a member of Baker & McKenzie International, a Swiss Verein.