Firms To Watch: Structured finance and securitisation

White & Case has increased its market visibility, particularly in relation to equity transactions documented under English law, following UK-qualified counsel Nathaniel Crowley‘s relocation to Hong Kong in July 2020. Since his relocation, Crowley, who is ‘responsive and knowledgeable in relation to derivative related products’, has handled a raft of regulatory and transactional mandates, often in conjunction with the firm’s larger London offering.

Structured finance and securitisation in Hong Kong

Allen & Overy

Acting as a regional hub for work throughout APAC, Allen & Overy‘s three-partner Hong Kong team, often working in collaboration with resources in mainland China and Singapore, is a popular choice among banks, securities firms and increasingly buy-side entities for complex derivatives work. In this context, the team has been active handling credit derivatives work, including as it relates to advice referencing distressed entities within the beleaguered PRC real estate sector. The team’s derivatives-related transactional expertise is also facilitated by a deep understanding of the regulatory framework underpinning the market, an understanding which also frequently sees it instructed on standalone regulatory matters, including recent advice to clients on margin rules. Yvonne Siew is a towering figure in the market and has gained strong recognition across a range of structured finance and equity derivatives transactions, as well as in her role at the vanguard of OTC derivatives regulatory reform. Ross Stewart co-heads the team alongside Siew and works across a similarly compelling mix of regulatory and transactional matters, including his previous pivotal role establishing the firm’s well-received online tool to aid clients draft regulatory compliant margin documentation. Newly promoted partner James Yao is ‘professional and meticulous’ and has good traction among Chinese financial institutions. The relocation from Australia of Jamie Taylor, who was recently promoted to of counsel, enhances the team’s ability to handle securitisation mandates for both the buy and sell-side.

Practice head(s):

Yvonne Siew; Ross Stewart

Other key lawyers:

James Yao; Jamie Taylor


The firm has highly specialized capabilities in structured finance and credit derivatives.’

‘James Yao is professional and meticulous.’

Key clients

Australia and New Zealand Banking Group (ANZ)

Guotai Junan

Huatai Securities

King & Wood Mallesons

Drawing upon deep knowledge of the regulations of both Hong Kong and the Mainland, King & Wood Mallesons‘ Greater China offering, which includes three partners in Hong Kong and a vast presence in the PRC, is a popular choice among both international and PRC-based buy and sell-side clients engaged in often highly bespoke derivatives and structured finance transactions. The firm’s continued representation of OTC derivatives trade body ISDA, is testament to the esteem with which the firm is held, including its work with it, and sundry international market participants, in relation to the shaping of and follow up legal opinions regarding the PRC Futures and Derivatives Law (which provided clarity for participants with regard to validity and enforceability on close-out netting in the PRC). On the transactional front, the firm remains the dominant player in the market for issuers in the listed and unlisted structured products market, an area that the ‘experienced’ Minny Siu has particular expertise, alongside her vast regulatory knowledge. Richard Mazzochi, who co-heads the team with Siu, has an equally strong grounding in regulatory matters, as well as an ‘impressive ability to advise across product lines’The ‘outstanding’ Angus Sip is also a key member of the team and provides a ‘quality service’ to buy and sell-side participants across a range of derivatives and structured finance matters.

Practice head(s):

Richard Mazzochi; Minny Siu

Other key lawyers:

Angus Sip; Paul McBride; Agnes Chan


‘Has experience in the regulations of Hong Kong and the Mainland, and has analyzed and researched the innovation of structured products.’

‘The team was very knowledgeable in this space and was able to provide advice from both legal and commercial perspectives.’

‘The firm’s depth of knowledge and practical transactional know-how in mainland China is matched by very few competitors.’

Key clients

International Swaps and Derivatives Association, Inc.

The Stock Exchange of Hong Kong Limited

The World Bank

International Finance Corporation

Asian Infrastructure Investment Bank



Goldman Sachs Structured Products (Asia) Ltd.

J.P. Morgan Structured Products B.V.

Morgan Stanley Asia Products Limited

CLSA CITIC Securities

Bank of America

DBS Bank

Huatai Securities Limited

Ping An Bank, Hong Kong SAR Branch


Financial Services Development Council

Hang Seng Bank Limited

Guotai Junan Securities (Hong Kong) Limited

FWD Insurance

Work highlights

  • Continues to advise the global derivatives industry (represented by ISDA) and numerous leading international and PRC market participants on a wide range of complex legal issues around the validity and enforceability of the close-out netting, title transfer and security arrangements in their ISDA, NAFMII, GMRA, GMSLA and other related documentation.
  • Provided PRC netting and collateral opinions to ISDA following the passage of the PRC Futures and Derivatives Law.  
  • Continued to act for the listed structured product issuers in relation to its listed structured product programmes in Hong Kong SAR.  


Linklaters has the strength-in-depth and critical resources to advise an impressive roster of financial institutions across a broad spectrum of derivatives and structured products in Hong Kong and throughout Asia. Team head Chin-Chong Liew has expertise across the panoply of OTC derivatives transactions (including FX, rates, structured equity and fixed income), and is also noted for his deep regulatory knowledge, which has for a long time been acknowledged by ISDA which recently instructed him on the localised Chinese language interbank offered rate (IBOR) fallbacks documents. Victor Wan is extremely well-versed across a wide range of products in the space, including credit, equity and fixed income derivatives, in addition to cash and synthetic securitisations. Of the more junior partners, I-Ping Soong has deep knowledge of OTC derivatives regulatory matters and regularly advises ISDA, including on the drafting of its Hong Kong opinions on close-out netting and collateral matters.

Practice head(s):

Chin-Chong Liew

Other key lawyers:

Victor Wan; Mary Matson; Andrew Malcolm; Stephen Song; Karen Lam; I-Ping Soong; Simon Zhang

Key clients

Futures Industry Association (FIA)

Bank of New York Mellon

CMB International Capital Corporation Limited

Citibank N.A.


Work highlights

  • Advised the Futures Industry Association and its members, comprising international banks, international exchanges, Chinese banks and futures exchanges on their submission to the Standing Committee of the National People’s Congress (NPC) on the newly released draft futures law consultation.
  • Advised CMB International Securities Limited, as arranger, and BOCI Asia Limited (BOCI Asia), as placing agent, on devising an employee incentive scheme of approx. HK$4.86bn for China Mengniu Dairy (Mengniu), as well as the structuring and placing of convertible bonds in connection with the scheme.
  • Advised the International Swaps and Derivatives Association on the localised Chinese language interbank offered rate (IBOR) fallbacks documents, jointly published with the National Association of Financial Market Institutional Investors.


Led by Christopher Tang from Hong Kong and frequently acting in tandem with practitioners on the Mainland, Ashurst adopts a very co-ordinated service to global, regional and PRC-based financial institutions on their Asia-based derivatives mandates. Work handled by the team is eclectic, from advice on standalone regulatory and transactional matter, to drafting work relating to new template documentation. Mandarin speaking partner Priscilla Chen has wide practical knowledge of derivates matters, covering the spectrum of underlying assets and has excellent traction among Greater China clients on both the buy and sell-side. Peter Kwon joined RPC in January 2022.

Practice head(s):

Christopher Tang

Other key lawyers:

Priscilla Chen; Yi Man; Yolanda Liu

Work highlights

  • Advised various locally incorporated foreign banks on developing the clients’ documentation templates for a variety of bespoke structured deposit products.
  • Advised a Hong Kong subsidiary of a top PRC securities company in relation to the establishment of a Hong Kong law governed guaranteed structured note programme by a BVI-incorporated issuer and a Hong Kong-incorporated issuer with the underlying assets of the notes being debt, fund, share, index, FX and commodity.
  • Advised the Hong Kong branch of a Chinese national commercial bank in relation to LIBOR transition for bespoke loans and derivatives in pioneering transactions.

Clifford Chance

Led by Francis Edwards, Clifford Chance advises a broad array of market participants, including major international financial entities, across a range of regulatory and transactional mandates within the derivates and structured finance space. On the transactional front, as well as deep expertise on OTC derivatives (including repackagings and equity-linked products), the team is also adept at handling securitisation mandates across a range of asset classes. Terry Yang is also a key contact and regularly advises both buy and sell-side clients on structured note investments and margin financing transactions.

Practice head(s):

Francis Edwards

Other key lawyers:

Terry Yang; Lin Lu

Latham & Watkins LLP

Led from Hong Kong by Posit Laohaphan and able to draw upon significant regional resources from Singapore and Tokyo, as well as globally out of New York and London, Latham & Watkins LLP is well-equipped to advise its impressive bank-side client base, including Goldman Sachs, Credit Suisse and Bank of America, across a myriad of derivatives and structured products matters, often involving cross-border issues. As well as its familiarity with structuring derivative transactions with traditional underlying assets, including interest rates, commodities or credit, the team is also adept at handling matters utilizing more esoteric asset classes/products, including inter alia weather and longevity. Laohaphan is also well-versed at advising banks, as arrangers, on margin loan facilities secured against Hong Kong-listed companies.

Practice head(s):

Posit Laohaphan

Other key lawyers:

Derek Chua; Raymond Cheng; Michael Hardy

Key clients

Bank of America

Credit Suisse


Deutsche Bank

Morgan Stanley


Goldman Sachs





Tiang & Partners

At Tiang & Partners, team head Michelle Taylor is very ‘well-respected’ in the market for her securitisation expertise. Most of this work is for a bank-focused client base, as arrangers, on cross-border transactions for Korean issuers, typically involving consumer loans (including credit card receivables) as the underlying assets. Taylor also often works alongside the transport finance team on aviation-related future flow receivables transactions.

Practice head(s):

Michelle Taylor

Other key lawyers:

Kevin Tsang; David Law


Michelle Taylor is very-well respected for securitisation work.’


Co-headed by the ‘highly intelligent’ Chris Whiteley and the ‘commercially-minded’ Kingsley Ong – following their respective moves from Ashurst and Eversheds Sutherland in 2021 – the nascent team at CMS ‘provides a compelling offering’ for a range of stakeholders across the panoply of derivatives and structured finance work. Although he does handle some new money mandates (particularly in the securitisation field), Ong’s particular niche is in relation to down-cycle matters, where he is able to combine his restructuring expertise with deep structured finance product knowledge, to effectively unravel often very complex underlying documentation. Whiteley ‘has a wealth of experience’, both in private practice and in-house, enabling him to ‘explain complex issues’ relating to structured finance and OTC derivatives matters.

Practice head(s):

Kingsley Ong; Chris Whiteley

Other key lawyers:

Simon Barrell


‘It is a highly experienced team that works well across other teams in CMS to support complex finance transactions.’

Quick, well staffed, proactive and measured advice with quality in product delivery.’

‘The structured finance and securitisation practice provides unique guidance and insights into the law and financial markets, and is very solutions based.’

Key clients

Bank J. Safra Sarasin

BOCI Global Commodities (UK) Limited

Chong Hing Bank Limited

DBS Bank Limited

Fitch Ratings

Hantec Securities Co., Ltd.

Hong Kong Capital Finance Corporation

Huarong International Financial Holdings


Meritz Securities Limited

Munich Re


Prudential Hong Kong Limited

Taipei Sky developer group

Work highlights

  • Advising BOCI on the Tsingshan LME Nickels short squeeze crisis of March 2022.
  • Advising Hong Kong Capital Finance Corporation on several high-value RMBS securitisations backed by Hong Kong residential mortgage loans.
  • Advising Fitch Ratings on SG$148m secured sustainability-linked notes originated by Lion City Rentals in Singapore.

Dentons Hong Kong

Led from Hong Kong by the ‘experienced and knowledgeable’ Jeffrey Chen, and also able to utilise the firm’s significant resources in mainland China, Dentons Hong Kong is noted for its ‘depth of market information and penetration’, particularly in the context of securitisation and structured credit transactions. Chen brings ‘a unique blend of local knowledge and global structured product capital market expertise’. 

Practice head(s):

Jeffrey Chen

Other key lawyers:

Man Chiu Lee


‘The team is one of the leading securitisation practices in Hong Kong.’

‘They can utilise the resources and reserves of Dentons in China, which is less important in terms of transaction excellence and execution ability (that resides in the HK team), but in terms of the breadth and depth of market information and penetration.’

‘Jeffrey Chen is one of the most experienced lawyer in Asian securitisation and structured credit. His knowledge and experience sets him apart from all other lawyers.’

‘With Jeffrey Chen as teamleader, the team is one of the leading securitization practices in Hong Kong.’

‘With his fluency in Mandarin and his American educational and transactional background in some of the other leading Taipei and Hong Kong firms Jeffrey Chen has learnt the ropes and brings a unique blend of local knowledge and global structured product capital market expertise.’

Key clients

Beijing Public Housing Center

Ping An International Financial Leasing Co.

Yunnan Communications Investment and Construction Group Co., Ltd.

Work highlights

  • Represented  Yunnan Communications Investment and Construction Group Co. Ltd. as its international and PRC counsel, on the global offering of its English law governed $200m 3.10% Guaranteed Notes due 2024 under Regulation S, and to be listed on the HKEx
  • Represented Ping An International Financial Leasing Co as international counsel in the global offeringunder Regulation S of its English law-governed $300m 2.50% Senior Bonds due 2024 and listed on the HKEX.
  • Represented Beijing Public Housing Center as international counsel, on the global offering of its English law-governed $300m 1.90% Guaranteed Bonds due 2026 under Regulation S and listed on the HKEX and MOX.

Mayer Brown

Mayer Brown‘s Hong Kong team, which is headed by banking and finance partner Richard Stock advises issuers, sponsors and trustees across a range of derivatives and structured finance mandates. The firm’s entrenched banking ties lead to a significant flow of work, including as arrangers in structured asset backed lending (ABL) transactions, repackaging transactions and structured fund-linked financings, as well as in the context of regulatory advice. Vincent Sum is the main contact for derivatives and structured finance work.

Practice head(s):

Richard Stock

Other key lawyers:

Vincent Sum; Philip Hyde