The Legal 500

Commerce & Finance Law Office has been extensively involved in corporate finance transactions in China since 1993, representing issuers or underwriters in hundreds of deals. Clients report that the firm has a ‘truly specialised and talented group of capital markets lawyers’. The practice is well known for its deep experience in Hong Kong listings by PRC-incorporated companies, including H-share offerings and dual listings on other stock exchanges. In addition, the team assists in offerings on Hong Kong’s main board by companies that are incorporated overseas, acting as underwriter or company counsel, as well as offerings on the New York Stock Exchange (NYSE) and NASDAQ. Liu Gang is a ‘brilliant and committed lawyer’. The firm also has offices in Shanghai and Shenzhen.

Haiwen & Partners is widely recognised for its expertise in securities offerings, and has led on innovative transactions involving Chinese issuers. Clients include international and domestic issuers, and/or investment banking firms in overseas and domestic securities offering transactions, including IPOs, follow-on equity offerings, and the offerings of all types of debt securities. The firm acted in connection with the first N-share offering and listing on the NYSE by a Chinese issuer, and the first simultaneous dual listing of a Chinese issuer on both the Shanghai Stock Exchange (SSE) and the Hong Kong Stock Exchange (SEHK). It was also counsel in connection with the first ever RMB Treasury bond offering in Hong Kong by the Central Government of China. He Fei is recommended.

Jingtian & Gongcheng is praised by the market for its experience in securities listings on the capital markets of China, US, Hong Kong and Singapore. The practice acted as PRC legal counsel in connection with Baoxin Auto Group’s IPO; assisted as PRC legal counsel in relation to Baosteel Group Corporation’s issue of RMB3.6bn and RMB2.9bn-worth of bonds, which were listed on the SEHK, marking the first offshore RMB bonds issued by a Chinese domestic company. Founding partner Wei Bai is highly regarded across the market, and Xusheng Zhang is also a key adviser.

Jun He Law Offices was one of the first law firms authorised by the China Securities Regulatory Commission to practise securities law domestically. The team has advised issuers and underwriters on numerous IPOs both inside and outside of China. It has also acted in domestic and overseas private placements. The practice assisted on Stanley Fertilizer’s IPO of A-shares; and acted for China Ocean Resources in connection with its IPO of 17.2 million shares, listed on the main board of Korea’s stock exchange. Other highlights include representing Shenzhen Dong Jiang Environmental Company, as issuer counsel, on its listing transfer from the Hong Kong Growth Enterprise Market to the main board; and acting for both Haotian International Holding and Baoxin Auto Group on their respective Hong Kong IPOs. Xiao Wei is a key contact.

King & Wood Mallesons frequently represents issuers and underwriters in public offerings of both equity and debt securities. Key matters have included acting for coaxial cable-products manufacturer Kingsignal Technology Group on the successful completion of an A-share IPO on the Shenzhen Stock Exchange (SZSE). The practice, led by Yongliang Zhang, Yanyan Song and Qingjun Jin, also advised China’s largest automobile manufacturer, Great Wall Motor Holdings Company, on its RMB3.96bn A-shares listing on the SSE. In addition, the team assisted the underwriters in the H-share IPO of CITIC Securities Company, China’s largest listed brokerage and the first to be A+H-share dually listed, raising more than HKD1.7bn in equity capital. Jianping Wang is an ‘impressive adviser’.

Recent highlights for ‘smart-thinking firm’ Zhong Lun Law Firm included advising Surfilter Network Technology on its successful listing on the ChiNext market of the SZSE. A team from the firm, which included Beijing-based partner Zhang Zhong, also assisted Xi’an LONGi Silicon Materials, which develops, manufactures and sells silicon rods and silicon wafers, in its successful listing on the SSE’s main board.

Global Law Office’s Jun Li recently acted as the PRC counsel to CCB International on the IPO of a real estate developer and its listing on the HKSE. Jinrong Liu and Alex Liu advised as PRC counsel to Zhengzhou Gas Joint Stock Company in its privatisation and delisting from the HKSE. The firm is also active in domestic capital markets, namely IPOs in mainland China and listings on the Shanghai and Shenzhen Stock Exchanges. Cheng Li and Kevin Zeng are well-regarded practitioners.

At Grandall Law Firm, the firm’s ‘dedicated and talented’ managing partner Weidong Wang led the team acting as counsel to China Datang Overseas (Hong Kong) on its milestone placement of RMB1bn in bonds (by way of debt issues to professional investors only), which carried a guarantee from onshore parent China Datang Corporation.

Guantao Law Firm offers ‘fast responses, has good knowledge of IPO requirements, and sticks to its principles’. The practice advised PC Partner Group as its PRC legal counsel in relation to its listing on the main board of the HKSE. The team was also PRC legal adviser to underwriters CITIC Securities Financing (Hong Kong), HSBC, and BOCI Asia, in relation to Hui Xian REIT’s listing on the HKSE. The team is led by Sun Dongying and Sun Dongfeng.

Allbright Law Offices has a market leading practice with extensive expertise in this area; it fields experts in each of its six Chinese offices, including Shanghai. Adept at stock and bond issuance, the group often takes on large and complex listings as well as handling small and medium sized matters. It advises SOEs and private companies on all aspects of capital-raising activities for various exchanges, including NASDAQ, AIM and the Hong Kong Stock Exchange. With expertise in fund formation, it advises clients on pre-IPO investments and assists hedge funds in relation to QFII issues. The firm also specialises in securitisation and derivatives. Guoquan Shen is highly recommended, advising clients including Jin Xin Securities Investment Fund and Jinding Securities Investment Fund, and has been involved in asset restructuring for a number of listed companies including Fujian Zhongfu Industries and China Machinery Corporation.

Fangda Partners is ‘very strong in overseas listings’ and has ‘particularly good knowledge when it comes to venture capital and IPOs’. Active in both debt and equity markets, the practice is split across the firm’s offices in Beijing, Shanghai and Shenzen and also covers bonds and debenture issues, the establishment of mutual funds, and securities. Recent highlights include representing Chinese online video platform Tudou in its $174m IPO and listing on NASDAQ; and representing the underwriters (including Goldman Sachs), as PRC counsel, in Prada’s HK$19.2bn Hong Kong IPO. Other recent instructions came from clients including Citigroup Global Markets, Deutsche Bank, and Morgan Stanley. Senior partner Jonathan Zhou is recommended.

Jun He Law Offices has a well-established team handling both overseas and domestic listings. It recently acted for the issuer in Shenzhen Dongjiang Environmental Company’s listing transfer from the GEM in Hong Kong to the main board. Also in Hong Kong, it assisted on the IPOs of both Haotian International Holding and Baoxin Auto Group, acting for the underwriter and the issuer respectively. Further highlights included acting for the underwriter in Taomee Holdings’ IPO on the New York Stock Exchange, while, in the local market, it advised the issuer on Anhui Yingliu Electromechanical’s IPO. Other mandates included advising Ping An Trust on the purchase of shares in Shanghai Jahwa, and advising MMI Holdings on US dollar bonds. Rongrong Yan is recommended.

King & Wood Mallesons demonstrated its ability to advise on complex deals when it acted for the underwriters in Perennial China Retail Trust’s listing on the Singapore Exchange, raising over S$776m. Other highlights included advising the issuers on the respective listings of shoe producer AoKang (on the Shanghai Stock Exchange), online beauty business Perfect Shape (PRC) Holdings, and bakery supplier Christine International Holdings (both on the main board of the Hong Kong Stock Exchange). Zhao Xiaohong, Mu Peng and Zhang Mingyuan are recommended. Stanley Cha left the firm in 2012.

Llinks Law Offices focuses mainly on Asia-related work, and is ‘relatively small, but very very good’, with credit paid to the ‘tailored and professional service’, and the team’s ‘excellent knowledge’. Highlights included advising Shanghai Media Group on the listing of IPTV operator Bestv; the client acquired 36.6% of shares in SVA Information as part of the deal. The team also advised Focused Photonics and Sungrow Power Supply on their respective listings on ChiNext; acted for PRC property company Top Spring International Holdings in its listing on the Hong Kong main board; and advised on Global Lighting Technologies’ primary listing by foreign issuers on the Taiwan Stock Exchange. David Yu oversees the group.

Zhong Lun Law Firm has a wealth of experience in advising Chinese companies on onshore and offshore listings on the Shanghai, Shenzhen, Hong Kong, Singapore and Tokyo stock exchanges, as well as those further afield, in the US, Canada and UK. On the equity side, typical instructions involve pre-IPO restructuring, private placements, IPOs, back door listings, and securities investment funds. It is equally strong in debt markets, with strong expertise in corporate, enterprise and financial bonds, short-term financing bonds, and mid-term notes. The team also handles corporate governance, and regulatory matters. Xiaojuan Fan and Anthony Zhao are particularly strong in private equity investment, and Wei Kong is recommended for securities-related matters.

Boss & Young’s lawyers are ‘commercial, responsive, and know their practice well’. In particular, Hubert Tse is regarded as an ‘excellent partner, who knows the law and policies surrounding key areas extremely well’, and is ‘always focused on finding the right solution for clients’. The firm is advising a range of companies including a number of real estate clients and banks, on the proposed Shanghai International Board, which has not yet been launched. It also advises on AIM listings, and listings in Hong Kong and Singapore.

Chen & Co. Law Firm’s Frank Chen enjoys a solid reputation, and the group has extensive knowledge of PRC capital market issues, covering both debt and equity. The firm works with issuers, underwriters, placement agents and investment banks, and is familiar with a wide range of industry sectors. It has acted as PRC counsel for IPOs on exchanges in China and overseas.

Duan & Duan Law Firm is a medium-sized Shanghai firm, with additional offices in Beijing, Hong Kong and Seattle. It advises on the full range of debt and equity transactions, both in China and overseas, acting for distributors and underwriters. It displays solid expertise in IPOs, private placements, convertible bonds, securitisation, derivatives, and sovereign issues.

Global Law Office’s lawyers handle the full range of capital markets work including international and domestic IPOs and listings, and advice on fixed-income products, enterprise bonds, corporate bonds, convertible bonds and securities investment funds. The team is split between Beijing and Shanghai. A recent highlight for the firm was the successful listing of Shenyang Brilliant Elevator on the Shenzhen Stock Exchange, which raised over RMB575m; the firm advised the sponsor, Zhong De Securities.

Grandall Law Firm has advised numerous PRC companies on stock and bond issuance (many of which have been listed on the NYSE, NASDAQ, and AIM), and on listings in Singapore, Hong Kong and Japan. The group also advises on issues relating to convertible bonds and shares, and acts for listed companies on corporate restructuring. With excellent knowledge of US securities law, it also regularly advises clients on compliance matters.

Jin Mao Law Firm has around 70 lawyers in total, and acts for both domestic and overseas clients. It often advises domestic companies on listings overseas, and advises listed companies on corporate reorganisations and restructuring. It also has expertise in bonds (convertible, equity and financial).