Our team’s broad local knowledge in a variety of areas, including family, real estate and retail banking law, plus our international experience in onshore and offshore trust, cross-border inheritance, foreign investment and foreign exchange administration ensures we can offer clients the best of both worlds-international practice combined with local experience to provide practical, workable advice.

Our team includes people who previously worked at law firms that are members of global networks of two of the “Big Four” accounting firms. They have in-depth knowledge of tax issues, enabling us to provide one-stop holistic estate planning services for ultra-high-net-worth individuals and their families from both legal and tax perspectives.

We also have good long-term professional relationships with many overseas and domestic trust companies, private banks and family offices. Our in-depth insight to serve ultra-high-net-worth-individual and their families, capability to find solutions to the most complicated cases and, in particular, our un-assuming working style lends ourselves well to close collaboration with practitioners in these financial institutions.

We are a pioneer in structuring, negotiating and documenting Renminbi-denominated private equity funds, known as “RMB Funds”. We have helped clients develop much of the fund technology that is now considered the RMB fund industry standard. We have created a proprietary database that searches economic and legal terms included in hundreds of the funds that we have worked on – providing clients with fast, efficient and credible information and guidance.

We represent the full range of private investment firms, from first-time funds and independent boutiques to global fund managers (and their spun-off teams), and from multi-strategy alternative asset firms to large financial institutions. We also represent an array of leading institutional investors including sovereign wealth funds, state-owned enterprises (“SOEs”), family offices, government-sponsored funds of funds (“FoFs”), insurance companies and other participants in private funds.

We have extensive experience in structuring, negotiating and documenting a broad range of the investment fund products and vehicles, including private equity funds, venture capital funds, corporate venture capital, credit funds, mezzanine funds, hedge funds, real estate funds, FoFs, secondary funds and managed accounts, in both RMB and US Dollar fund contexts. We counsel clients across the entire life cycle of these complex products and vehicles – covering organization and economic arrangements for sponsors, downstream transactions, exits, firm and fund restructurings, buy-side work, secondaries and wind-downs. We provide clients with all the support they need in their investment funds transactions.

Fully fledged services

We offer fully fledged services relating to financial institutions and the Chinese financial market, ranging from regulatory work, transactions involving financial business to contentious matters. We also advise Chinese financial institutions and investment companies on their outbound activities in the financial services sector. Our clients include all key participants in the financial services sector, including investment banks, asset managers, commercial banks, financial sponsors, alternative fund managers, insurers and fintech companies. In addition to licensing issues, governance, products, marketing, compliance and general regulatory issues, we have also advised clients on new issues with the emergence of fintech, including blockchain, e-signature, big data, data privacy, cybersecurity and other related issues.

Most experienced team

Our team comprises leading lawyers who have extensive experience in advising financial institutions on regulatory and M&A matters. Our team has developed longstanding relationships with many of the leading international and domestic financial institutions and know their businesses well. We offer a unique combination of international execution capabilities and in-depth understanding of the domestic market and regulations to ensure that matters are handled efficiently, effectively and in clients’ best interests.

Deep understanding of regulators and business-oriented approach

We have developed close working relationships with many of the regulatory bodies in China through working with them on matters over many years. This practical experience enables us to provide clients not only with tailored strategic advice but also well-informed tactical advice. We bring a practical and business-oriented approach to offer the full range of commercial legal services, balancing client’s business needs with regulatory compliance.

We are recognized by the market to be one of the go-to firms for handling the most complicated and high-profile A-share IPOs, material assets restructurings and public M&A. We have extensive experience in international equity and debt offerings, including IPOs, follow-on offerings, H-share convertible issuance and corporate bonds issuance (both investment grade and high-yield). We continue to serve a host of leading TMT and internet companies, as well as healthcare and biotech companies.

Equity Capital Markets

We handle the most complex and high-profile A-share initial public offerings in our market. Our team is viewed as the market leader in this field, ranking highly in substantially all of the leading legal benchmark publications focused on China.

In Hong Kong, our team regularly acts as both PRC and Hong Kong counsel, handling virtually all aspects of equity capital markets transactions for issuers, underwriters and other market participants. We also provide U.S. securities law advice for capital markets transactions in Hong Kong, including having a team of experienced U.S.-qualified securities lawyers who can advise on all aspects of Rule 144A offerings. Our senior partners are widely recognized as market-leading practitioners, having a track record for handling many cutting-edge transactions, including advising on the first batch of companies listing under the new Chapter 18A Listing Rules.

Debt Capital Markets

Our debt capital markets team leads work on a full range of debt securities offerings and related transactions, advising clients on corporate bonds issuance (both high-yield and investment grade); on the establishment of, updates to, and drawdowns under debt issuance programs; on tender offers, exchange offers and other liability management transactions; on preference shares, perpetual bonds and other hybrid securities offerings; on private placement of debt securities; as well as advising on Panda bond offerings.

Our lawyers have in-depth knowledge of all key sectors within TMT. These include telecommunications, e-commerce, new and old media, big data, internet of things, artificial intelligence, cloud computing, fintech, online education, intelligent logistics, semiconductors, and biopharmaceuticals.

We advise major international and Chinese clients in the TMT sector on all their significant business dealings, including mergers and acquisitions, finance (equity and debt), restructuring, personal information and data protection, private equity and venture capital, cross-border data transmission and network security compliance, cartels and antitrust and intellectual property protection.

Our experience in this sector covers traditional M&A, product-related transactions, research and development, new product launch, in-license and out-license, private equity and venture capital investment, domestic and overseas capital markets, regulatory and compliance advices, data protection and vertical and horizontal monopoly arrangements.

Our clients range from large and medium-sized pharmaceutical companies, innovative pharmaceutical firms, medical device companies, professional sales organizations, CROs, hospitals and industry associations to private equity funds and venture capital businesses. We advise companies headquartered in the U.S., Europe, China and across Asia.

We are set up in such a way to offer clients a seamless service across offices and practice areas. We provide integrated teams drawn from different legal disciplines to cover every angle of a deal. We recognize the importance of identifying early the key legal issues and planning a strategy to ensure the most effective management of any transaction on which we are retained. One team, one solution is our practiced method of working.

We have successfully argued cases before provincial high courts and the PRC Supreme Court, making us one of the very few firms in China that has an established appellate litigation and advocacy practice.

We have also advised on domestic and cross-border transactions involving procurement, acquisition, assignment or license in technology, brands, patents, copyrights and other forms of IP. Such transactions include franchising, licensing, distribution, outsourcing, contract manufacturing, joint ventures, mergers & acquisitions, strategic alliances and technology research and development.

Our team members have strong backgrounds in various technical fields, enabling us to communicate with the clients on technical issues efficiently. We have former judges and patent examiners on our team, providing local expertise within a global context.

Our international reputation is attributed to the high quality of our services, the ingenuity of our strategies and the depth of our local knowledge we apply to tackle the most challenging IP issues.

With a multi-disciplinary team of specialists who speak native Mandarin, English and Cantonese and are sensitive to the demanding processes and requirements of Chinese and international investors, we are well-placed to advise our clients on the most prominent and complex cross-border energy and infrastructure transactions.

Our unique international execution capabilities and understanding of domestic legal processes help ensure that our clients’ interests are best served and that negotiations and documentations are efficiently and effectively conducted in a fair and reasonable manner having regard to accepted international standards and protocols.

We provide sensible commercial insight and legal advice on all phases of an energy and infrastructure project from structuring, bidding, planning, financing, construction, operation to dispute resolution. We advise on investment protection against foreign exchange and currency risks, changes in law, expropriations and other political risks from acts of governments.

Area of Focus

• Power (fossil-fueled, solar, wind, hydro power, nuclear, waste-to-energy)
• Infrastructure (port terminals, free trade zones and other economic and industrial zones, roads, rails, airports, water supply and sewage plants, retail, commercial real estate and hotel infrastructure)
• Oil, gas and petrochemicals
• Mining

Our financing lawyers are admitted to practice law in Mainland China, Hong Kong SAR, and England and Wales. We are well-known for our strength in cross-border banking and finance transactions.

Acquisition Financing

We have a leading practice in acquisition finance involving acquisition in China and by Chinese acquirers. We regularly represent the largest and most sophisticated financial sponsors and corporate borrowers, or financing banks, and have been retained by them in financing some of the largest China-related transactions in the last decade.

Project Financing

With the support from the firm’s project, real estate and corporate teams, we have structured and led major project financing transactions in many countries. We have been involved in various project financings involving developments in the petrochemical, power and energy, infrastructure, water, real estate, transportation and waste disposal industries.

Structured Finance

We have specialist expertise in structured financing products such as margin securities financing and highly structured mezzanine debt and other structured financial products.

We are one of the few firms based in China that can provide integrated real estate and construction services. We deliver practical, commercially focused advice, drawing on our deep knowledge of the local market. Our lawyers have been educated, trained and worked in Mainland China and Hong Kong SAR, as well in other leading international legal markets such as Australia,  England & Wales and the U.S., to offer for clients value-added services that other firms cannot match.

In collaboration with the firm’s experts in other practice areas, we advise our real estate and construction clients on the full range of commercial issues they face, including planning and environmental issues, licensing, IP matters, employment, and compliance. In addition, with the firm’s dispute resolution lawyers, we assist our clients in resolving disputes.

Areas of Focus

• Property investment, acquisitions and disposals
• Property development, construction and asset management
• Commercial leasing and built-to-suit projects
• Project finance
• Hospitality
• Infrastructure/Public-Private-Partnership (PPP) projects
• Dispute resolution

Our highly regarded employment lawyers have extensive knowledge of employment law and practice in China as well as finely honed understanding of our clients’ business requirements when it comes to all employment and labor issues.

We have considerable experience of advising both international and Chinese clients on their employment and labor requirements, and a proven track record of helping them establish effective employment practices and procedures.

We frequently work with firms in other jurisdictions to serve clients on matters involving a cross-border element, including collaborating with member firms of Ius Laboris, a global network of employment lawyers.

GDP世界二位の経済大国そして世界の市場としての地位を達成した中国、ネガティブリストによる外資管理体制の全面導入、それらは外国投資者による中国ビジネスにとって、かつてない新しい機会と挑戦の代名詞でもあります。

当事務所は、ダイナミックに変化する中国の投資環境に対応し、既存のクライアントは勿論、より多くの日系クライアントに、最先端のリーガルサービスを提供するために、2016年から上海・北京を軸に日本業務チームを正式に発足させました。

時間にしては短いものの、クライアントから広く高く評価されており、今や日本業務チームは十数名の日本語が堪能な中国人弁護士を擁するチームまで成長し、日常的なコーポレート業務から、M&A等の投資業務、企業再編、解散・清算、コンプライアンス、独占禁止対応、サイバーセキュリティ、データセキュリティ、さらに知的財産権等の紛争解決まで、日系企業が中国において直面する各種の法的問題について、全面的なリーガル・サービスを提供しています。

日本業務チームのメンバーは、皆日本での教育経験を有しており、そのうち、主要メンバーは、過去に日本の大手法律事務所の中国業務チームや中国の大手法律事務所の日本業務チームに所属していたことがあり、豊富な実務経験と実績を有しています。

また、当事務所の最も大きな特徴・優位性の1つは、各弁護士が個別又は閉鎖的なチームを結成して作業するのではなく、クライアントのニーズや案件の性質に合わせて最適な人員を選んで作業チームを組み、当事務所が長年に渡って蓄積した豊富なノウハウをフルに活用できることにあり、あらゆる分野において最善なリーガルサービスを提供することができます。

Our insolvency and restructuring lawyers work closely with our market-leading professionals across the full range of practices. We represent debtors, secured and unsecured creditors, creditors’ committees, trustees, noteholders, receivers and investors in insolvency and restructuring cases.

We also have considerable experience in cross-border insolvencies and restructurings. We are often retained as PRC counsel by offshore creditors, liquidators and administrators. We have been involved in many high-profile insolvencies, including those related to Kodak and Lehman Europe.

They form integrated teams, as required, with lawyers in the firm’s market-leading corporate, financial, transactional, and investment practices. Our knowledge spans many industries and sectors, including banking, energy, financial services, healthcare, manufacturing, media, pharmaceuticals, real estate, retail, technology, mining and natural resources and telecommunications.

We aim to achieve optimal results for our clients to help them resolve their disputes by delivering cost-effective, pragmatic and novel solutions.

We have advised on more than 500 ABS financings, involving a total issuance value of RMB900 billion. Structures on which we have advised include securities backed on account receivables, supply chain receivables, consumer finance, microcredit, commercial mortgage-backed securities (CMBSs), real estate investment trusts (REITs) and income rights.

Firsts

We advised on many first ABS transactions, including: the first domestic overseas-invested asset-backed medium-term notes, the first PPP (Public-Private Partnership) ABS, the first microcredit CLO, the first ABS with a circular structure (where underwriters use recovered money to buy assets rather than distribute to investors), the first CMBS, the first account receivables ABS, the first engineering account receivables ABS, and the first low-income housing sales revenue ABS, as well as many other innovative structures.

We advise on all types of private equity transactions, including public, private and cross-border buyouts and other equity and debt investments, portfolio secondaries, co-investments, and a wide variety of investment opportunities with customized structures. We often service our clients by putting together collaborative and multi-disciplinary teams, including lawyers with unrivaled expertise in private equity M&A, leverage finance, capital markets, fund formation, compliance and employment law.

We represent all the market participants, including financial sponsors, venture capitalists, sellers, banks and alternative financing providers, independent directors and independent financial advisors in public company transactions, as well as founders of high-growth companies.

We have highly developed relationships with regulators and understand how they think and work.

We are able to provide insight to our clients in the asset management sector as they develop their business, including advising on groundbreaking products, in the China market.

We offer clients in-depth knowledge and practical experience of governance structures, operational models, business practice and transactions and products within the asset management sector.

In addition, we offer clients dispute resolution capability. We have advised clients in many challenging asset management disputes and have successfully represented them in cases before tribunals.  Our compliance team has great knowledge of data compliance, network security and privacy protection, all areas that are critical in the context of asset management.

Over the past 25 years, our lawyers have accrued in-depth knowledge of many industries and sectors, including manufacturing, automobiles, chemicals, consumables, logistics, retail, healthcare, education, and energy & resources.

We have been consistently ranked as a Band 1 law firm in corporate investigation and regulatory compliance by Chambers Asia, Legal 500 and other authoritative directories, as well as being widely recognized for our expertise by clients. We routinely represent clients across industries in a wide range of regulatory matters, including anti-bribery, data compliance, cybersecurity, state secrecy, export controls and sanctions, white-collar crime, environmental law, health and safety, anti-money laundering, and global regulatory compliance matters, among other issues.

Our clients from several industries benefit from our well-established working relationships with the regulatory authorities in Chinese Mainland and Hong Kong SAR at both central and local levels. Some of our lawyers are former regulators or procurators, which enables us to provide unique and insightful advice and assistance. Most of our lawyers have both extensive domestic practice experience and solid international backgrounds, and are familiar with the complex and constantly changing global regulatory environment. This enables us to provide full-scale regulatory compliance services for Chinese companies going global to protect their global business from compliance risks.

Our team has a market-leading track record of successfully assisting clients on some of the most high-profile merger filings and antitrust investigations in China. Clients benefit from our longstanding engagement with China’s competition regulators, so they always know where the regulators stand.

We currently have a dedicated competition team in China comprising of 20 competition law specialists who work across all our offices. Members of our team have practiced in many jurisdictions, including Hong Kong, the EU, the UK, the U.S., and Australia. We deliver local expertise with an international perspective.

We have expertise in the following areas:

Merger control

We work to ensure optimal outcomes for clients when they apply for merger clearance. This includes advising on the likelihood of intervention by China’s competition authority and ensuring that the strategy for obtaining clearance in China is aligned with filings in other jurisdictions. Where remedies are required, we design and negotiate innovative solutions to address any competition concerns without losing sight of the commercial objectives of the deal in China and globally.

Antitrust investigation and litigation

We support our clients in assessing any risks of investigation and collaborate to determine the best strategy. This includes responding to dawn raids, framing leniency applications and managing large-scale document reviews and requests. By effectively navigating regulatory processes and communications, we have successfully defended clients in many landmark cases. We have helped shape the way that antitrust law is applied in many industries.

Where litigation is unavoidable, we have a reputation for successfully fighting our clients’ corner. Our competition and antitrust lawyers work closely with our dispute resolution lawyers to deliver a seamless service and some of our team have experience in both fields.

Compliance and advisory

We provide clients with strategic advice on pricing, distribution, licensing and supply agreements, and also carry out full-scale competition law compliance audits. Clients look to us to help them ensure compliance without undermining their business objectives.

We have vast experience in the full range of strategic and private equity M&A and commercial transactions, including negotiated deals, public M&A, joint ventures, divestments, take-private deals, distressed transactions and business restructuring. We have in-depth knowledge of a range of regulated industries, such as healthcare, pharmaceuticals, financial services, telecommunications, media and technology.

Clients benefit from our transactional capabilities integrated with our unparalleled expertise in financing, IP, employment, environmental and regulatory practices, including antitrust, data compliance and anti-corruption.