MACAU SAR, CHINA Law and Practice Contributed by: Frederico Rato, Pedro Cortés and Calvin Tinlop Chui, Lektou
sible to have an agreement between the creditors or for the bankrupt party to request that the court reduce the amount of credit, which, if accepted by the court, will be proposed to the creditors, who may vote on such a request. 7.5 Risk Areas for Lenders Further to 7.1 Impact of Insolvency Processes , the borrower, security provider or guarantor should note that, as a rule, any transactions executed by the com- pany in question after the judicial ruling of insolvency are not enforceable against the insolvent estate. Securities granted in bad faith, with the purpose of deliberately avoiding payment to creditors, can also be annulled or declared null and void. For example, any real estate securities granted within one year before the date of the judicial ruling of insolvency, where the granting of such only occurred after the debts had been incurred, and any real estate securities granted within 90 days before the judicial ruling of insolvency, where the granting of such occurred simultaneously with the incurrence of debts, can be declared null and void by the court. At present, there is no specific legislation on project finance in Macau. Therefore, the general legislation regarding financing and lending is applicable to each project being financed. Integrated resort complexes and infrastructure are major targets for project finance in Macau, and the future development trends in project finance depend on the emergence of these types of projects. 8.2 Public-Private Partnership Transactions Public-private partnerships have been embraced by the government in numerous areas, such as water, electricity, airport operation, transport, education and telecommunications. The general legislation applicable to a public-private partnership is the Macau Administrative Procedure Code, and the specific legislation applicable is Law 8. Project Finance 8.1 Recent Project Finance Activity
No 3/90/M, establishing the general principles to be observed in the concessions of public works and pub- lic services. 8.3 Governing Law As mentioned in 8.1 Recent Project Finance Activity , the general legislation regarding financing and lending described in 2.1 Providing Finance to a Company is applicable to each project being financed. 8.4 Foreign Ownership Macau’s Land Law stipulates that all lands of Macau, except for private lands that have been legally con- firmed before the establishment of the Macau Spe- cial Administrative Region, belong to the People’s Republic of China (PRC) and are managed, used, developed, leased or granted by the government of the Macau Special Administrative Region to individu- als or legal persons for use or development. Foreign entities, without specific authorisation, are generally not allowed to directly own real property. However, there are exceptions and special provisions for certain sectors or projects, such as public interest projects or projects of strategic importance to Macau’s develop- ment. Macau law does not explicitly restrict foreign lend- ers from holding or exercising remedial rights on liens over real property. However, it is important to note that the enforcement of liens and related rights is subject to the specific provisions of Macau’s Civil Procedure Code. The enforcement process and the extent of the rights of foreign lenders would be governed by this code and related regulations. 8.5 Structuring Deals As mentioned in 8.1 Recent Project Finance Activity , the general legislation regarding financing and lending described in 2.1 Providing Financing to a Company is applicable to each project being financed. Further- more, the form of the project company can be chosen within the typical legal forms and there are no general restrictions on foreign investment. 8.6 Common Financing Sources and Typical Structures Project finance transactions would typically be man- aged by forming a special purpose vehicle (SPV),
356 CHAMBERS.COM
Powered by FlippingBook