Munro Leys are heavily involved in all of Fiji’s major business sectors, including tourism, mining, and other primary industries, services, finance, manufacturing, media and information technology, utilities and infrastructure.
Munro Leys has long experience in administrative and public law. Jon Apted (Fiji) and Nicholas Barnes (Grenada) have held senior public service positions. Both Jon and Nick have experience in legislative drafting. We advise clients on licensing, regulatory, statutory interpretation and implementation issues; we litigate client disputes at all levels of the Fiji courts. The new Fiji Constitution appears to restrict legal challenges to a wide range of Government and regulatory agency decisions. This is new ground, which will need testing through the courts.
Fiji is an island state. It has a small and relatively well-regulated shipping sector, critical for moving domestic passengers and goods and for outer islands tourism. The maritime transport sector is regulated by the Ships Registration Decree 2013 and the Maritime Transport Decree 2013 with effect from 1 January 2015. Offshore participation in the Fiji shipping industry remains restricted. We advise owners, charterers and insurers in Fiji and offshore on charters, taxation, licensing, vessel sales and related areas. We assist clients in vessel arrests, cargo and passenger claims. Additionally, non-resident international shipping tax is payable on each voyage, see tax rates below.
Alternative Dispute Resolution
Fiji has been slow to take up ADR, with only a limited number of experienced commercial mediators and arbitrators. Many of them are Munro Leys lawyers. Nicholas Barnes has led private sector law firm efforts to promote ADR through the fledgling Pacific Centre for Dispute Assessment and Resolution (PACDAR), which is now involved in mediator training. The Fiji Mediation Centre was officially launched in October 2015 and has an affiliation with the Singapore International Mediation Centre and Singapore International Arbitration Centre.
Fiji only became a signatory to the 1958 Convention on the Recognition of Foreign Arbitral Awards (New York Convention) in 2010. Fiji law on international arbitration and enforcement of international awards is therefore not well developed. Clients need to carefully consider jurisdiction and law clauses in cross-border contracts with Fiji parties.
Fiji’s aviation sector is small but relatively well regulated. Munro Leys has worked in it for more than 50 years advising local foreign airlines, financiers, insurers and foreign law firms on aircraft transactions, accidents and passenger and cargo claims. Richard Naidu and Nehla Basawaiya are co-authors of the Fiji chapter of McBain on Aviation Finance.
Banking and Securities
Munro Leys is named on the domestic and international legal panels of all of Fiji’s leading banks and major international finance organisations. We work closely with international law firms in cross-border finance transactions. We advise international financiers on Fiji projects in all sectors as well as contractual and securitisation issues, financiers and borrowers need to understand: exchange control, taxation, bank regulation, Anti-Money Laundering/Counter Financing of Terrorism, privacy and e-commerce issues.
Fiji’s capital market is small; the Suva-based South Pacific Stock Exchange has only 19 listings. However Fiji’s capital market regulators are trying to develop it; attractive tax incentives are available to entities wishing to list. Munro Leys has advised issuers, promoters, participants, regulators and exchanges on equity and debt raising, corporate governance, transactions, taxation, exchange control and regulatory issues.
Commercial Property Transactions - General
Fiji has a small but strong foreign investor base, concentrated in the natural resources, manufacturing, tourism and services sectors. Selling, financing and leasing of real and personal property are closely regulated by exchange control, environmental and taxation authorities, traditional landowner representatives and other government agencies. The potential for unforeseen risks and delays is material. Munro Leys lawyers capitalise on the firm’s reputation, documentation, advisory skills and regulatory experience to manage these issues for clients.
Company Law - General
Fiji’s company legislation has been reformed with the passage of the Companies Act 2015 commencing 1 January 2016. The Act which will significantly change corporate governance, officer liability, financing and corporate documentation. Munro Leys advises on company formations, disputes, governance and corporate filings.
Munro Leys provides shelf company, secretarial and registered office services and a panel of independent individuals (generally experienced or self-employed people of business) who can work with foreign investors as company officers to meet local regulatory requirements.
Fiji’s Commerce Commission Decree closely follows the Australian Trade Practices Act of 20 years ago. The Commerce Commission aggressively regulates competition issues and administers price control. Its powers are extensive and rights to challenge it limited. Munro Leys experience in Fiji competition issues spans advice and litigation in aviation, manufacturing, telecommunications, retail, banking and finance, transport, energy and related industries.
Contract and Commercial Documentation
Fiji law generally follows English law and respects freedom of contract. However local taxation, exchange control, employment, land and stamp duty laws can create legal risks and regulatory challenges.
Employment and Immigration
Munro Leys has a recognised employment and immigration practice, acting generally for employers in contract drafting and advice, collective agreement negotiations, taxation, risk management, occupational health and safety. We handle employment disputes in the Employment Tribunal and higher courts.
Employee Share Schemes
Energy and environment
Munro Leys is strongly represented in the exploration, wholesaling and retailing sub-sectors of the Fiji energy market. Clients need advice on price control, taxation, environmental compliance and international contracting. Generation, distribution and transmission of electricity remains substantially in the hands of the Government-owned Fiji Electricity Authority (FEA), now focused on reducing fossil fuel dependence and increasing environmentally sustainable energy generation. Munro Leys represents a number of intending independent power producers (IPPs) and their financiers in the hydro, biomass, wind and solar energy industries as well as O&M and equipment providers.
Nicholas Barnes was part of the team that drafted Fiji’s Environmental Impact Assessment (EIA) and Waste Control Regulations under the Environment Management Act 2005.
The Fiji dollar is subject to exchange control, generally efficiently regulated by the Reserve Bank of Fiji (RBF) with certain delegated powers to commercial banks subject to pre-approvals by the Revenue. Compliance with exchange control rules is not limited to movements of currency; it can affect off-shore insurance placements, securities transactions and cross-border financing.
Foreign investment in Fiji is regulated by the Foreign Investment Act, which restricts foreign investments in a number of economic sectors and begins a potentially involved set of regulatory processes to implement an investment project. Munro Leys applies its experience and connections to manage the process from the outset so as to avoid delays and drive quicker outcomes.
Fiji has good international connectivity, primarily with a direct landing point to the trans-Pacific Southern Cross Cable (a project in which Munro Leys was involved). Local connectivity is relatively good, with high mobile phone penetration rates (see Telecommunications); Fijians’ have reasonably good access to the internet. English is widely spoken; taxation incentives are available for specific ICT-related businesses including offshoring, call centres and BPO operations, though these have not been widely taken up. Munro Leys has worked closely with Fiji industry leaders in this area including on legislation, taxation, corporate organisation and employment issues.
Munro Leys has a recognised insurance industry practice. It is the lead lawyer for Fiji’s largest insurer and for a range of smaller insurers. It manages a wide range of claims litigation, corporate issues, mergers and acquisitions, taxation and regulatory issues. Munro Leys also advises offshore insurers and the leading Fiji intermediaries on Fiji law compliance.
Munro Leys has a recognised intellectual property practice in Fiji and a number of other Pacific Islands, particularly in the patents and trade-marks sectors (service marks regimes generally do not exist in the Oceania region). Munro Leys is the leading filer with the Fiji Intellectual Property Office (FIPO). Partner Jon Apted has advised and acted on a number of IP disputes, frequently working with offshore firms. Find out more about Munro Leys Intellectual Property
Munro Leys is a member of the International Trade-mark Association (INTA) and the Intellectual Property Society of Australia and New Zealand (IPSANZ).
Litigation - General
The Munro Leys Litigation Group is involved in a varied range of commercial and general litigation. Disputes relate mainly to real property, corporate matters, media law, personal injuries and general insurance claims. Munro Leys has a strong focus on delivering commercial outcomes, including where possible through ADR, to ensure timely and cost-efficient results.
Mining and Resources
Fiji has a small mining sector, though exploration and prospecting interest is now growing. Gold mining and bauxite extraction are well-established. Prospects for copper and manganese are actively being pursued. Fiji’s first offshore petroleum licences have been issued. The Government has announced a review of mining legislation (2015) with draft legislation circulated for comment. Munro Leys advises a number of existing miners, financiers and prospectors on employment, financing, licensing, regulation and taxation matters.
Fiji’s formal media sector is closely regulated in respect of ownership, content and licensing with media organisations facing legal proceedings and large fines for contempt of court and breaches of ownership rules. Munro Leys advises independent media organisations on pre- and post-publication issues including defamation, contempt and complaints under the Media Code of Ethics (which is codified in legislation).
Mergers and acquisitions and due diligence
Munro Leys combines strong local connections and experience in comprehensive and specific due diligence, M&A documentation and advice and negotiation of regulatory issues in all major sectors. The firm can call on specific corporate, employment, environment, finance, insurance, litigation and taxation experience to realistically assess risks, offer commercial solutions and manage transaction timetables.
Personal injury litigation arises mostly in connection in employment and tourism environments. Munro Leys acts for general insurers and tourism sector insurers in Fiji, including advising on the Fiji law aspects of cross-border claims. Recent amendments to contingency fee arrangements for Fiji’s lawyers has seen a marked drop in personal injury claims in court.
Taxation Customs and Stamp Duty
Munro Leys has a recognised taxation and stamp duty practice. It works closely with international accounting firms and local and foreign institutions on income tax (including a range of non-resident withholding taxes), Value Added Tax (VAT), capital gains tax (CGT) service turnover tax (STT) and Customs duty issues. The Fiji Revenue and Customs Service is active and aggressive in collecting revenue and tax work – advisory and litigious – remains a growth area for Munro Leys.
The implementation of the Income Tax Act 2015, effective from 1 January 2016 has created challenging issues for Fiji taxpayers. Richard Naidu and Rajnil Krishna are co-authors of the Fiji Chapter of Global Tax Guide and VAT Navigator (Fiji Chapter).
Fiji has a small but increasingly competitive telecommunications sector. Fixed-line and international monopoly operators are giving way to mobile operators with mobile penetration estimated at 110%. Munro Leys advises international clients on telecommunications regulation, price control, contracts, taxation and acquisitions.
Tourism is Fiji’s largest contributor to GDP. The Fiji tourism industry is well-developed relative to the rest of Oceania. Australia and New Zealand continue to be Fiji’s largest markets. Growth is coming from the United States, Europe and Asia. Current integrated resort developments, such as Natadola, Momi and Vunabaka, will see extensive construction work in the next few years. Continued growth is expected on Denarau Island. A number of other new resort developments and refurbishments have also been announced or are in the planning stages. We expect this will lead to demand for individual land/land and villa purchases. Please refer to buying or dealing in land.
Munro Leys advises international operators and local owners on management agreements, employment and environmental law, land acquisition and development, taxation and regulation. Its Commercial Group is usually at any time working on a number of hotel and resort acquisition or development transactions.