"In emerging markets, we face situations where nothing is allowed and everything is possible"
Marcus Paciocco
Founding Partner
Why choose us
Experience
We are problem solvers not just accountants
Solutions
We understand what is possible
Results
We achieve the desired results
Background
Marcus Paciocco is the founding partner of Truevera and the former Managing Director of the corporate finance/restructuring segment of a US-listed global consulting firm, in which he has spent nine years after establishing their Restructuring Team in Shanghai. Marcus was formerly the National Leader of the forensics team for a Big 4 in Vietnam.
Before relocating to Asia, Mr. Paciocco had worked for a Big 4 firm in the Cayman Islands during which Mr. Paciocco was seconded to Unicredit Bank to manage its winding down and eventual closure and was appointed Vice President of Operations throughout the process.
Marcus relocated to Asia over 15 years ago and possesses in excess of two decades’ worth of experience, specialising in the fields of debt restructuring, forensics, financial advisory services, and interim management. Mr. Paciocco specifically focusses on contentious engagements and represents a broad range of clients including international and local private equity funds, mezzanine debt funds, MNCs, and State-Owned Enterprises.
Experience
- Appointed by the Chief Restructuring Officer of Design Studio Group Limited (SGX: D11) to assess its China manufacturing facility, replace the BoD and Legal representative and eventually underwrite the sale to a third party.
- Appointed by ASX listed biotech company to undertake a valuation of its Hong Kong and Suzhou subsidiaries relating to an investment by a Hong Kong private equity fund.
- Engaged by a global project management company to undertake a review of its Vietnamese subsidiary and to provide closure options.
- Engaged by lenders to Midsouth Holdings Ltd following allegations of fraud by the Company’s owners. This engagement required taking control of two subsidiaries in China.
- Engaged by US counsel to undertake a forensic review and investigation of a Chinese subsidiary of a US-listed financial services firm regarding a whistleblower’s claims of FCPA violations, misappropriation of funds by the Chief Representative of the firm, and procurement fraud.
- Engaged to perform financial due diligence review on behalf of a bulge bracket investment bank relating to a USD50 million lending decision to a Hong Kong-listed company managing five manufacturing plants in China.
- Appointed Chief Restructuring Officer of Prince Sporting Goods Ltd (Guangzhou) to wind down its operations following the purchase of its US parent company by the client.
- Appointed legal representative of GSF Capital, based in Shanghai, as a result of allegations of misappropriation and fraud by its limited partner in the amount of EUR560m.
- Conducting a review of internal controls, processes, and testing of SOPs related to the construction of Novartis R&D facility of a global pharmaceutical conglomerate in Shanghai.
- Engaged to undertaker due diligence on an automotive parts manufacturer in Bucheon, South Korea, on behalf of a US-based global automotive manufacture.
- Engaged by a US based IT distributor with operations in Vietnam to complete a computer forensic investigation regarding the potential inflated costs of its implementation provider.
- Engaged by a Japanese communications company with operations that suspected their CEO was misappropriating assets and had established a competing entity.
- Engaged by a global insurance company to review and assess the effectiveness of its local Vietnamese management team.
- Strategic restructuring of a Vietnamese conglomerate operating in real estate, leisure and labor solutions.
- Financial Advisor to the Board of Directors of Hanfeng Evergreen Inc. requiring the appointment of the Legal Representative of two (2) subsidiaries located in Heilongjiang and Jiangsu Provinces in order to take control. This engagement ultimately resulted in a settlement with the Board of Directors.
- Appointed Receiver over shares of a Hong Kong Company that owned a subsidiary in China that was developing a shopping Centre in Dandong. P.R.C.
- Liquidation and realization of the PRC subsidiaries' of various SGX and AIM listed companies including (a) Celestial Nutrifoods Limited, a soybean manufacturer located in Daqing, Heilongjiang, P.R.C (b) KXD Digital Entertainment Limited, manufacturer of multimedia devices located in Shenzhen, Guangdong, P.R.C (c) Guangzhao Industrial Forest Biotechnology Group Limited, R&D business focusing on fast-growing tree plantations located throughout the P.R.C and (d) Dongfang Shipping (Group) Company, a shipbuilder with yards in Anhui and Jiangsu Provinces.
Qualifications and Memberships
- BBus. Marketing (Swinburne University)
- BBus. Accounting (Monash University)
- BBus. Banking and Finance (Monash University)
- Member of the Institute of Chartered Accountants Australia (No. 222801)
Background
Cecile is a Director in Truevera’s Shanghai office. Cecile previously worked in Singapore for a mid-size and Big 4 firm before relocating back to Shanghai in 2011 where she worked at a US listed consulting company in its Restructuring team following which Cecile was an Associate Director for a global consulting firm.
Cecile experience includes due diligence, interim management engagements, investigations, factory closures / wind downs and managing divestments often distressed situations.
Experience
- Managed the wind down and eventual sale of a manufacturing facility on behalf of a Singapore listed company including liaising with buy side and closure logistics.
- Lead an investigation and assessment on the allegations of misconduct against a NYSE listed services company with operations in China.
- Executed an employee misconduct investigation for a global retail company. The investigation included a detailed review of accounting records, electronic data from employee’s computer hard drives, and interviewing employees in relation to the whistleblowers allegations.
- Executed cross-border transaction for foreign investors regarding a local manufacturing company. Partook in sell-side due diligence, in charge of interim management, negotiated with potential investors, drafted termsheet, obtained the approval from government authorities and liaised with local bank in terms of cross border fund transfer and loan rollover.
- Managed the daily cash monitoring program for a delisted Hong Kong company including payment approval, contract review and improvement of internal controls improvement during the debt restructuring period.
- Lead the internal investigation project for a US financial service institution located in Shanghai regarding FCPA breeches and misconduct relating to senior management.
Qualifications and Memberships
- B. Economics, Hebei GEO University
- MApplFin, University of Melbourne
- Certified Public Accountant, Australia
- CFA, Level 1
- National Fund Qualification
Background
Tuan is currently the Manager in Truevera’s Hanoi office. Tuan specialises in corporate intelligence, financial analysis, fraud investigations, due diligence, government processes and procedures within a range of industries, including food and beverages, technology, telecommunications, and construction.
Before joining Truevera, Tuan worked in consulting at a Big 4 company, conducting due diligence and loan reviews, as well as providing advice on operational improvements to various financial institutions, including those in the fields of banking, insurance, and securities brokerage. Tuan has also assisted clients in overt and covert fraud investigations, covering a wide range of financial crime including: corporate irregularities, asset misappropriation, bribery/corruption and undisclosed conflicts of interest.
Experience
- Performed prepaid expenses allocation and analysed on changes of short-term assets as part of a securities brokerage merger due diligence project.
- Performed loan review process for a Vietnamese local bank.
- Deployed forensic technology tools to analyse electronic data extracted by construction materials company to perform forensic investigation on potential vendor favoritism and kickback recipient of an executive employee.
- Identified risks associated with third-party business agents, proposed M&A targets, new employees and other potential targets relating to electronic/home appliances manufacturing company.
- Interrogated financial and transactional systems to uncover red flag breaches and unusual patterns of behavior, as well as performed suspicious transaction look-back analysis and filters in supporting of compliance and remediation activities of an automobile manufacturing entity.
- Evaluated backgrounds, integrity, reputation and performance track record of an individual or entity by collecting and analyzing information available in the public domain and databases.
Qualifications and Memberships
- Bachelor of Business Administration in Finance – University of Maine
Linh is Truvera’s Marketing Manager. Linh
has extensive experience in in building brands and executing marketing
strategies for both Multinationals and local Vietnamese businesses. Linh has
worked in various industries including advertising, hospitality, retail and the
education sector.
In addition to Linh’s marketing experience,
Linh’s possess extensive knowledge of government relations and negotiations
with various government bureaus.
Before joining Truevera, Linh worked as a
marketing consultant for foreign multinationals looking to establish businesses
and develop brands in Vietnam in addition to assisting Vietnamese conglomerates
expanding local markets.
Experience
·
Develop a social media campaign
and a localised marketing strategy to drive the expansion for Vietnamese food
and beverage chain.
·
Engaged by a Singaporean retail
company as a consultant to analyse consumer behaviour and adjust email and
advertising campaigns accordingly.
·
Advised a US based
multinational regarding organic and paid acquisition channels including content
creation, content curation, pay per click campaigns, event management,
publicity, social media, lead generation campaigns, copywriting and performance
analysis.
·
Developed engaging content for
websites and created a blog that attracted and converted to a client target
groups for a range of local SMEs
·
Built strategic relationships
and partner with key industry players, agencies and vendors relating to a
Vietnamese conglomerate.
·
Prepared and monitored
marketing budgets on a quarterly and annual basis and allocate funds accordingly
for a European fashion brand
·
Supervised and approve
marketing material, from website banners to hard copy brochures and case
studies for a US consulting firm.
·
Measured and reported on the
performance of marketing campaigns to senior C-Suite executives for a European
car manufacturer.
Case study– Footprint rationale and factory closure alternatives
An SGX-listed client operated a centralised manufacturing facility located in Guangdong, PRC. The BoD decided that the facility had to be closed. Truevera was engaged to conduct a Phase One review of the costs and risks associated with the closure of the facility and analyse the impact of a material tax issue. Following Phase One, the client was given three alternatives:
(1) Winding Down & Deregistration
- All creditors to be repaid. Funding had to be provided upfront in order to satisfy creditors and safeguard assets in to undertake and orderly wind down.
- An estimated upfront payment of SGD 7.8m had to be remitted from amounts outstanding from intercompany receivables.
- After considering asset realisations, as well as the costs of closing and deregistration, the factory was estimated to be SGD 3.2–4.6m.
(2) Payment of Employee Entitlements
- Payment of employee entitlements (SGD 1.1 million) only.
- The value of remaining assets would be difficult to realise as trade creditors would seek asset preservation orders.
- Entity will not be dissolved and would remain within the corporate structure.
- WFOE would face litigation from creditors.
- Truevera would replace the BoD and legal rep.
(3) Sale of Holding Company Shares
- The entity would to be removed from the corporate structure and Truevera was mandated for the sale and underwrote the sale via an SPV.
- Client did not have to deal with any onshore issues, as the responsibility stayed with the purchaser. Truevera would change the Bod and legal rep.
- A sale of holding company shares did not require any changes with onshore authorities. The purchaser took over the responsibilities of the subsidiary saving the client significant closure costs.
Following our assessment, the client opted to engage Truevera to sell the shares in the holding to an offshore SPV controlled by a third party which was completed in early this year.
Legal Representative Risks
During any closure, when the amount of available funds is not sufficient to satisfy the creditors, there is a significant risk attributable to the legal representative of the company with respect to litigation and potential travel bans. In order to mitigate this risk, Truevera’s can provide Board of Directors and legal representatives, with a one-off flat fee and no indemnity.