Atty. Salma F. Angkaya-Kuhutan

Attorney-at-Law

The Attorney earned her Juris Doctor degree from the University of the Philippines – Diliman, where she garnered several awards, including Best Pleading, U.P. Office of Legal Aid; Awardee, Roberto Sabido Prize for Best Legal Paper; Awardee, Bienvenido C. Ambion Prize for Best Paper in Private International Law; Citation, U.P. Law Representative to the Philip C. Jessup International Moot Court Competition.

She received her business degree from the same university, graduating cum laude. She also has a degree in real estate management from Lyceum of Alabang.

The Attorney currently manages a general law practice while serving as legal counsel, corporate secretary, and consultant for government agencies, multilateral development banks, non-government organizations (NGOs), and a variety of entities in the real estate, construction, manufacturing, and fintech sectors.

Her previous experience includes working with top-tier law firms, such as Castillo Laman Tan Pantaleon & San Jose Law Offices, Puyat Jacinto & Santos Law Offices, and Poblador Bautista & Reyes Law Offices. In these roles, she handled mergers and acquisitions, investment structuring, public-private partnerships (PPP), privatization, project finance, banking/insurance, and capital markets transactions. She also provided corporate housekeeping, regulatory compliance services, and reviewed a wide range of contracts and complex commercial agreements.

The Attorney brings extensive legal expertise across various industries, including real estate, energy, mining, banking and financial services, fintech, IT, business process outsourcing, manufacturing, healthcare, and tourism. She has represented clients in a range of legal matters involving labor disputes, start-up and operational concerns for small businesses, property law, family law, and civil litigation for SMEs, families, and individuals.

Her experience working with the government on public financial management (PFM) is equally notable. She was part of the legal team advising the PPP Center and project sponsors on feasibility studies, project structuring, and legal documentation. At the Department of Finance, she worked on internal revenue, customs, and local treasury operations. She has held key consultancy positions with the World Bank and the Asian Development Bank, where she contributed to significant tax policy reforms and PFM frameworks. Her work with the Bureau of Local Government Finance supported property tax reforms and local revenue generation initiatives, including assisting with the passage of the Real Property Valuation and Assessment Reform Act. Additionally, she provides technical assistance in policy development as an Islamic finance consultant to the Ministry of Finance and Budget and Management in the Bangsamoro Autonomous Region in Muslim Mindanao.

The Attorney has also contributed to various NGOs, including establishing the Philippine branch of Islamic Relief Worldwide after Typhoon Yolanda, and providing consultancy services to HealthJustice Philippines and Oxfam Pilipinas.

Before embarking on her legal career, she gained valuable business experience in sales and marketing with local and multinational fast-moving consumer goods companies, honing her creativity, managerial skills, and business acumen. She also taught business courses at the University of the Philippines School of Economics and the College of Business Administration while completing her law degree.

Member, Integrated Bar of the Philippines
Fellow and Certified Shari’ah Advisor and Auditor (CSAA), Accounting and Auditing Organization for Islamic Financial Institutions (AAOIFI)
Honorary Fellow and Certified Islamic Arbitrator and Expert, International Islamic Centre for Reconciliation and Arbitration (IICRA)
Member, National Association of Data Privacy Officers of the Philippines (NADPOP)
Board Member, Philippine Chamber of Commerce and Industry (PCCI) of Parañaque City
Member, U.P. Portia Sorority

• Salma has extensive experience in mergers and acquisitions (share/asset), investment structuring, public-private partnership (PPP), privatization and other government contracts, project finance, banking, capital markets, and compliance. She has conducted due diligence for mergers, acquisitions, foreign investments and corporate restructuring and other special projects. She advised clients on project financing, banking, capital markets, and finance-related engagements. She has also drafted and reviewed various simple contracts and complex commercial agreements for various transactions, performed corporate housekeeping services and regulatory compliance, and acted as general counsel or corporate secretary to different corporations.
• Salma has a strong experience working with the government. She has advised the PPP Center and project sponsors in preparing feasibility studies, project structuring, and documentation for PPP projects. While detailed at the DOF, Salma worked on various matters involving internal revenue, customs, and local treasury operations.
• Salma has proven her ability to multi-task and perform all other aspects of lawyering, such as energy law, tax, tariff & customs, labor, intellectual property, and litigation.

• Advised a number of banks and financial institutions on regulatory and compliance matters.
• Recently advised a Singapore bank on documentation and ensuring full compliance with banking regulations on the conversion of its local bank subsidiary into a local branch office.
• Advised a local commercial bank on the contemplated sale of its non-performing assets. Work included review of portfolio sale agreement, documentation and closing deliverables.
• Conducted due diligence for a financial services company on its bid to purchase various non-performing loans, real and other properties owned or acquired, contracts to sell, and unsecured receivables from a special purpose vehicle company.

• Part of the team that acted as counsel on the documentation for AboitizPower’s initial public offering (IPO) of PhP10B worth of fixed retail bonds to finance the expansion of its planned power projects.
• Part of the team that conducted due diligence for a local mining company for its IPO listing with the Philippine Stock Exchange.
• Part of the team that conducted due diligence for a local mining company for its IPO listing at the Singapore Exchange.

• Part of the team that conducted due diligence for a multinational food company on its share acquisition and bridge financing transaction.
• Part of the team that advised Itochu, in collaboration with its foreign counsel, on the global acquisition of Dole Food Company, Inc.
• Part of the team that conducted due diligence for a local mobile technology company on the equity investment of a foreign media company.
• Part of the team that conducted due diligence and prepared the closing and post-closing deliverables on the acquisition by Nutri-Asia, Inc. of Silver Swan Manufacturing Company, Inc.
• Advised the Secretary of Finance on the tax consequences of a vertical downward merger vis-à-vis vertical upward merger.
• Drafted decisions for the Secretary of Finance on appeals from BIR rulings involving the tax consequences of mergers and acquisitions.

• Assisted clients in corporate formation and organization. Work included registration of branches of foreign corporations and setting up new corporations with the Securities and Exchange Commission (SEC) and with the Philippine Economic Zone Authority (PEZA) or the Board of Investments (BOI), and registration of foreign investments with the Bangko Sentral ng Pilipinas.
• Assisted clients with post-incorporation registrations, such as securing local government permits and licenses and registration of the new companies with the BIR, Social Security System and the Home Development Mutual Fund.
• Prepared documentation and assisted a Singapore bank on compliance with banking regulations in relation to the conversion of its local bank subsidiary into a local branch office.
• Prepared documentation and structured the equity investment of a foreign media company in a local mobile technology company.

• Regularly assisted a local generation company on various dispute resolution matters and contract concerns, including review of power supply contracts with electric cooperatives.
• Assisted a coal power plant in ensuring full compliance with energy and environmental regulations.
• Advised renewable energy developers on market developments and regulatory compliance to avail of feed-in tariff incentives.
• Assisted an energy company on its bid for the privatization of an independent power producer.
• Reviewed/negotiated power supply contracts of a generation company with distribution utilities.
• Assisted a mining company on the securitization of rights over mining tenements.

• Advised the PPP Center and the Department of Health in the modernization of the Philippine Orthopedic Center.
• Advised the PPP Center and the Metropolitan Waterworks and Sewerage System in the development of the New Centennial Water Source (NCWS) Project.
• Advised the PPP Center, Department of Justice, and the Bureau of Corrections in the development of a new national penitentiary.

• Acted as assisting counsel to a real estate company, rendering legal advice on the development of a condominium projects. Work included drafting and review of relevant agreements such as Joint Development Agreements, Deed Restrictions and Master Deeds, Reservation Agreements, Contracts to Sell and Deeds of Absolute Sale, and compliance with pertinent government regulations for the securing of project development permits.
• Acted as lead associate in developing a comprehensive study and proposal for MWSS’ proposed NCWS Project on the land and right-of-way acquisition of large tracts of land with overlapping informal settlements, indigenous peoples, and protected areas.
• Part of the team that conducted due diligence for a foreign investor on the contemplated investment in a tourism enterprise in the Philippines.
• Acted as part of the legal team representing a large real estate company in various cases involving property and other related disputes or proceedings, such as quieting of title, registration, annotation (and subsequent cancellation) of mortgages, adverse claims, lis pendens.

• While detailed to the DOF, reviewed requests for internal revenue tax and duty exemptions/refunds/credits; drafted decisions for the Secretary on appeals from rulings/decisions of the Bureau of Internal Revenue (BIR), Bureau of Customs (BOC), and Bureau of Local Government Finance (BLGF); reviewed and cleared BIR and BOC regulations for approval by the Secretary; reviewed and cleared government loans, grants and debt-swap agreements for the Bureau of Treasury (BTr); reviewed bidding documents and procurement contracts; rendered legal advice on PPP matters; rendered legal services, as appropriate, on legal matters within the DOF as well as the BIR, BOC, BLGF, BTr, and government-owned and –controlled corporations attached to the DOF.
• Assisted clients in seeking tax treaty relief and other rulings from the BIR, such as the confirmation of tax-free exchanges of properties or shares for shares of stock in corporations.
• Assisted clients in securing tax clearances for property or shares sale transactions as well as tax refunds from the BIR.
• Prepared various opinions and memoranda on various internal revenue, local business tax, and customs and tariff issues raised by clients, including tax avoidance measures and structures to minimize taxes on the transfer of properties to their heirs.