VIRGINIA B. VIRAY

Received her Bachelor of Laws (Ll.B.) degree from the University of the Philippines in 1997. She received her license as a Certified Public Accountant in 1991 and was admitted to the Philippine Bar in 1998. Formerly an associate lawyer with Castillo Laman Tan Pantaleon and San Jose Law Offices, she also served as Legislative Assistant to the Secretary of Finance from January to March 2001, and as a Revenue Officer of the Bureau of Internal Revenue from 1992 to 1997. She was a Professor of Taxation Law at the Far Eastern University Institute of Law.

Relevant Experiences

  • Served as lead legal counsel to a subsidiary of one of the leading financial institutions based Europe in its proposed acquisition of substantial equity of an upscale hotel located at Davao City, Philippines. Work included undertaking due diligence review of documents related to the transaction; preparation of report of findings addressed to the Client; and negotiations and drafting of transaction documents.
  • Served as legal adviser to an off-shore publicly listed company in its proposed investment in a local mining company. Assistance to client includes providing legal advice in relation to the legal framework of mining rights in the Philippines, tax structuring, qualification to investment incentives, conducting due diligence on the financial and corporate documents of target company.
  • Part of the team that assisted an international company in its proposed bid in providing secure identification card solutions to government. Work included review and analysis of tax implications on the transaction.
  • Served as lead counsel to one of Asia Pacific's leading specialist in corporate recovery in their acquisition of contracts to sell ("CTS") receivables from a Philippine financial company. Work included review of accounts covered by the CTS, review of sale/assignment documents and assisting client in providing an efficient structure for the acquisition of the CTS.
  • Acted as lead legal counsel for a multinational investment company in its successful acquisition from a Philippine commercial bank of non-performing assets estimated at US$156-Million. Work included assistance in structuring the transaction, drafting and finalizing transaction documents, coordination with various government agencies for approval, and establishment of a special purpose vehicle under the Special Purpose Asset Vehicle Act ("SPV Act").
  • Acted as counsel for the purchase and sale by an international bank of a Philippine commercial bank. Work involved negotiations with the local and foreign counsels of the sellers and investors, as well as drafting of the transaction documents.
  • Served as lead legal counsel to a renewable company in connection with its application for registration and accreditation with the Department of Energy. Work included review of tax incentives under the Renewable Energy Act of 2008.
  • Served as lead legal counsel to a Hong Kong registered investment advisor on the sale of its contracts to sell ("CTS") receivables to a local banking institution.
  • Part of the legal team that assisted Therma Luzon Inc., a subsidiary of the Aboitiz Power Corporation, in its successful bid for the selection of independent power producer administrator (IPPA) contract for the management of the 700-MW Pagbilao coal-fired power facility in Quezon. Work included review of tax implications of the proposed IPP Administration Agreement.
  • Advised a local savings bank in the transfer of non-performing assets and in the application for certificates of eligibility under the SPV Act.
  • Acted as lead counsel for a multinational company in its purchase of one of the largest Philippine call centers. Work currently includes tax and corporate advice relating to BPO operations.
  • Served as lead legal counsel in the local implementation of a demerger of a multinational company pursuant to an international reorganization. Work included providing advice on the manner of effecting the restructuring and the effects thereof, and complying with the requirements of government agencies such as the Securities and Exchange Commission, Philippine Economic Zone Authority, and the Bureau of Internal Revenue.
  • Acts as primary tax counsel to numerous companies, including banks, insurance companies, real estate developers, property managers, hotels and restaurants, manufacturers, information technology (IT) and business process outsourcing (BPO) companies.
  • Rendered technical assistance in relation to legislative initiatives, such as the Securitization Law, amendments to the Documentary Stamp Tax and Value Added Tax provisions of the National Internal Revenue Code.
  • Handles tax structuring for local and foreign investments, including advice on possible incentives under EO 226, Foreign Investments Act and PEZA Law.
  • Assists clients in the registration of subsidiaries and branches, including representative offices of foreign corporations, as well as the registration of Regional Headquarters and Regional Operating Headquarters.
  • Acts as counsel in various tax litigation matters, including protests of tax assessments and claims for refund in the Court of Tax Appeals.
  • Serves as tax agent for various companies in their application for tax treaty relief, tax-free exchange of assets for shares of stock, and other requests for ruling from the Bureau of Internal Revenue.
  • Serves as counsel for taxpayers in relation to criminal cases filed by the Commissioner of Internal Revenue for alleged Tax Code violations.