Next Generation Partners

Structured finance and securitisation in Hong Kong

A&O Shearman

Acting independently, as well as demonstrating an ability to ‘tap very quickly, as required, into the global A&O network’, A&O Shearman has developed a market-leading reputation advising banks, securities firms, and, increasingly, buy-side entities for complex derivatives work. It has been active in providing transaction restructuring and credit derivatives advice regarding entities within the distressed PRC real estate sector. The team’s expertise in derivatives proves invaluable when advising on novel deals, such as green derivative products, as well as on the complexities of these products’ performance across various ESG metrics, spanning a wide spectrum of assets, from rooftop solar installations to renewable energy projects. Yvonne Siew commands a prominent position in the market having acted in a variety of structured finance and equity derivatives transactions, while also spearheading OTC derivatives regulatory reform efforts. Having recently shifted his base to London, Ross Stewart remains engaged alongside Siew in addressing an equally captivating mix of regulatory and transactional matters. Other noteworthy figures include James Yao, frequently guiding Chinese financial institutions, and counsel Jamie Taylor, whose relocation from Australia in 2022 bolstered the team’s prowess in handling securitisation mandates for both buyers and sellers.

Practice head(s):

Yvonne Siew

Other key lawyers:

Ross Stewart; James Yao; Jamie Taylor


‘A&O’s structured finance and securitisation team in Hong Kong is a pleasure to work with.’

‘The team’s strengths are excellent technical skills and in-depth experience – this can be very helpful to understand associated legal and regulatory risks.’

‘The team is able to tap very quickly, as required, into the global A&O network which can be very useful.’

Key clients

Australia and New Zealand Banking Group

Guotai Junan

Huatai Securities

King & Wood Mallesons

Leveraging extensive expertise in the regulatory landscapes of Hong Kong and the Mainland, the Greater China practice at King & Wood Mallesons comprises four partners in Hong Kong and a substantial presence in the PRC. Numerous Chinese securities and fund houses regularly seek the team’s counsel, as do international organisations like the IFC and World Bank for various securitisation documents. The team is also well-versed in policy and industry developments, recently contributing to the publication of China netting and collateral legal opinions that affirm China’s pivotal role as a clean netting jurisdiction, a determination crucial for high-value cross-border transactions. Leading the team is the ‘very strong’ Minny Siu, who is a key point of contact for international institutions establishing their warrant programmes in Hong Kong, often on a cross-border basis. Co-heading the team with Siu, Richard Mazzochi excels at handling regulatory issues and advising on evolving regulatory regimes, catering to both international and Chinese clients. Renowned for his ability to ‘always think from the commercial perspective of his clients’, Angus Sip has recently been active in advising buy-side and sell-side clients on a range of structured finance and derivatives matters, as well as on retail structured products, including the establishment of HKEX-listed product programmes. Newly promoted partner Andrew Fei is recognised for his role as ISDA’s counsel on various PRC legal reform matters.

Practice head(s):

Minny Siu, Richard Mazzochi

Other key lawyers:

Angus Sip; Paul McBride; Andrew Fei; Agnes Chan


‘The KWM team is absolutely terrific in handling complex and sophisticated matters. They are experienced and knowledgeable in every aspect of highly structured transactions from initial deal structuring to closing, and are able to provide valuable, pragmatic advice to ensure the smooth closure of transactions.’

‘They have a deep bench of highly talented and engaged lawyers with multi-disciplinary skill sets to advise clients on the full range of transactional and regulatory matters in the structured finance and derivatives front. They are particularly good at cross-border matters involving PRC and Australian elements thanks to their seamless collaboration with their PRC and Australian offices.’

‘Angus Sip is the go-to partner of the KWM team. Angus’ technical knowledge and experience on structured finance and derivatives matters are superb. He is very attentive and extremely responsive. He is always willing to go the extra mile to guide us through difficult issues by offering pragmatic and commercially astute solutions, having taken the time to understand our business and requirements. Angus is definitely our most trusted lawyer who has an ability to alway think from the commercial perspective of his clients. His involvement in our deals makes us feel we are in safe hands.’

Work highlights

  • Assisted ISDA and its members with preparing bilingual written responses to a large number of important derivatives regulatory reforms in China.
  • Advised the FSDC working Group on new product development, including the debut launches of listed derivative warrants linked to MSCI China A50 Connect Index and the listed callable bull/bear contracts over various US indices, the development of a new listed structured product called ‘Inline Warrants’, and first-in-market SFC authorised unlisted equity linked investment over US stocks in Hong Kong SAR.
  • Advising Mizuho Bank, Ltd. on complex regulatory issues relating to the offering of sustainability-linked derivatives in Hong Kong.


Linklaters‘ derivatives and structured products team has ‘a deep understanding of China in the ever-evolving legal and regulatory environment‘ and is equipped to provide multidisciplinary advice on matters related to OTC derivatives transactions (including China-Hong Kong connect schemes), listing rule obligations, loan backed securities, carbon trading platforms, and cryptocurrency and digital assets. Its stellar client roster includes major financial institutions, commodity future exchanges, and international corporates. Clients also praise the team’s ‘long-term good cooperative relations with organisations such as the ISDA Association and the NAFMII Association‘, an area in which it frequently drafts netting and collateral opinions, electronic contracts, and digital assets definitions. At the helm of the practice is Chin-Chong Liew, who boasts expertise in the full range of OTC derivatives, including FX, rates, equity and fixed income, as well as primary market issuances across Asia. He is also a key point of contact for Chinese exchanges and clearing houses in relation to their internalisation programmes. Other key names to note include Victor Wan, who advises on structured corporate and OTC derivatives across asset classes; Stephen Song, an expert in equity and private credit transactions; and Karen Lam, who has particular insight into the PRC market and has recently been active in advising on the establishment of the China-Hong Kong stock connect, bond connect, and swap connect trading and clearing platforms. I-Ping Soong focuses her practice on regulatory issues concerning OTC derivatives.

Practice head(s):

Chin-Chong Liew; Victor Wan; Mary Matson;

Other key lawyers:

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


‘The team has a high degree of professionalism in legal, regulatory and documentation matters related to derivatives, and has a very accurate grasp of the details of various agreements related to derivatives including interest rates, foreign exchange, bonds and credit, and has a deep understanding of China in the ever-evolving legal and regulatory environment; careful and professional legal advice can be given in all aspects.’

‘The firm has long-term good cooperative relations with organisations such as the ISDA Association and the NAFMII Association, which is an important competitive advantage in the same industry.’

‘Meticulous, professional and patient.’

Key clients

Hong Kong Exchanges and Clearing Limited (HKEX)

Bond Connect Company Limited

China International Capital Corporation Limited

Hong Kong Mortgage Corporation

CK Hutchison

Citibank N.A.

United Overseas Bank Limited

Work highlights

  • Advised Hong Kong Exchanges and Clearing Limited (HKEX) on the structuring, drafting of documentation for, and the regulatory and legal issues on the establishment of Swap Connect.
  • Advised The Hong Kong Mortgage Corporation Limited on the offering of the first infrastructure loan backed securities (ILBS) in Hong Kong SAR. HKMC acted as collateral manager, sponsor and retention holder on this inaugural issuance.
  • Advised CK Hutchison on the €10bn sale of its large portfolio of telecommunications towers assets in Europe to Cellnex and the related equity derivative transaction entered into by CK Hutchison to hedge its equity risks in respect of the shares in Cellnex received by CK Hutchison as part of the consideration for the sale.


Renowned for its expertise in China’s onshore and cross-border derivatives and structured finance transactions, Ashurst continues to provide advice to an array of international financial institutions, often collaborating closely with Mainland China practitioners. Cross-border matters constitute the core of the team’s work, encompassing both regulatory and transactional aspects, as well as advisory roles in novel areas such as ESG derivative-related matters and assistance with LIBOR transition. Patrick Phua, who splits his time between Beijing and Hong Kong, leads the team and serves as a key contact for PRC-based financial institutions. Jonathan Chapman has experience across a wide range of derivatives matters spanning various underlying assets, and is a reputable choice among Asia Pacific and other international clients on both the buying and selling fronts.

Practice head(s):

Patrick Phua

Other key lawyers:

Jonathan Chapman; Yolanda Liu, Yi Man

Key clients

Bank of America



Jointly led by Chris Whiteley and Kingsley Ong, the emerging team at CMS provides a comprehensive suite of offering to a range of stakeholders spanning the breadth of derivatives and structured finance matters. While encompassing some mandates involving new capital, especially within the securitisation realm, Ong’s distinctive forte lies in navigating downturn scenarios, effectively combining acumen in restructuring with a profound understanding of structured finance products, therefore providing ‘well-considered and commercial advice’. Splitting his time between Hong Kong and London, Whiteley dedicates his time to a wide spectrum of derivatives, ranging from conventional hedging to intricate funding transactions. Counsel Simon Barrell ably supports the team, handling complex structured finance and OTC derivatives matters.

Practice head(s):

Kingsley Ong; Chris Whiteley

Other key lawyers:

Simon Barrell


‘The team led by Kingsley Ong is one of the top firms in HK in this practice area. He is an experienced lawyer with a sound commercial mind to help solve legal issues. He is constantly looking for ways to provide the most efficient and cost effective solution to clients. ’

‘Kingsley Ong’s team excels over its competitors in terms of its quality of legal advice and efficiency in running and managing the transactions. Structured Finance deals require deep knowledge in the transactions and the underlying portfolios, as well as the ability to manage all parties involved. Kingsley’s team has plenty of experience in these areas. ’

‘The team at CMS is knowledgeable and has long-standing structured finance and securitisation expertise. The CMS team offers a tailored and flexible approach in dealing with their clients and transactions.’

Key clients

Bank of China International

BNP Paribas Securities

Chong Hing Bank Limited

CIMB Bank Berhad

Fitch Ratings

Hantec Securities Co., Ltd

The Hongkong and Shanghai Banking Corporation Limited

Hong Kong Capital Finance Corporation Limited

Huarong International Financial Holdings Limited

Intesa Sanpaolo S.p.A.

Lianhe Global Ratings

Morgan Stanley

Prudential Hong Kong Limited

Siegfried Service Limited

Taipei Sky Tower development group

Work highlights

  • Advised the Bank of China on the successful workout of the Tsingshan-LME nickel derivatives crisis.
  • Acted for HKCFC on its capacities as Originator, Transaction Administrator, Servicer and Junior Subscriber.
  • Advising Fitch Ratings on the credit rating of a high-value Singapore sustainability linked asset-backed securitisation.

Latham & Watkins LLP

Based in Hong Kong and leveraging substantial regional resources from Singapore and Tokyo, Latham & Watkins LLP stands primed to offer its cohort of banking clients comprehensive guidance spanning a spectrum of derivatives and structured products concerns, frequently entailing intricate cross-border considerations. Alongside its proficiency in advising on derivative transactions rooted in conventional underlying assets like interest rates, commodities, and credit, the team adeptly handles matters involving more unconventional asset classes and products, including but not limited to, weather and longevity. A vital attribute of this team also lies in its robust engagement with US derivatives and structured product transactions associated with Asian enterprises listed in the US. Posit Laohaphan leads the team with expertise in advising banks as arrangers regarding margin loan facilities with collateral anchored in companies listed on the Hong Kong stock exchange. Recently promoted to the partnership, Michael Hardy is a consistent presence in structured credit dealings, catering to asset managers, private equity funds, and other notable players in the financial sector.

Practice head(s):

Posit Laohaphan

Other key lawyers:

Derek Chua; Michael Hardy; Raymond Cheng

Tiang & Partners

At Tiang & Partners, the ‘excellent’ team is highly regarded for its adept solutions in the securitisation space. Michelle Taylor stands at the helm of the practice and is renowned for her work within the South Korean securitisation market, in addition to the collaboration with the transport finance team, particularly concerning aviation-related future flow receivables transactions. Predominantly focused on bank-centred clients, the team also excels in arranging cross-border transactions for Korean issuers, often centred around consumer loans, like credit card receivables.

Practice head(s):

Michelle Taylor

Other key lawyers:

Kevin Tsang; David Law


‘Michelle Taylor and her team are really excellent. The team provides legal services on a timely basis and successfully closed many difficult and complex transactions by collaborating with their global network.’

‘Michelle Taylor is an excellent partner in the firm and she is quite a famous lawyer in the area. David Law is the one of their most excellent lawyers in their firm. His services were really supportive and helpful.’

‘The team, led by Michelle Taylor and supported by counsel Kevin Tsang and senior solicitor David Law, provides quality legal advice, efficient deal execution and sound commercial judgement. ’

Dentons Hong Kong

Dentons Hong Kong regularly advises numerous corporates and financial institutions on structured finance products, leveraging its extensive network of offices. The team is also able to tap into the markets of Vietnam and the Philippines, offering advice on cross-border issues within these jurisdictions. Jeff Chen leads the practice, focusing on limited recourse and cross-border financing structures. Man Chiu Lee is another key name, and her experience includes representing issuers and underwriters in IPOs.

Practice head(s):

Jeff Chen

Other key lawyers:

Man Chiu Lee; Ivan Tsang

Key clients

Gaoyou City Construction Investment Development Group

Guangzhou Industrial Investment Fund Management Co., Ltd.

CMB International

Laiwu High-Tech Investment Holdings Co., Ltd.

Work highlights

  • Represented CMB International as the sole dealer advisor in connection with the exchange offer by Huijing Holdings Company Limited of at least a minimum acceptance amount of US$107.4m of its outstanding US$138m 12.50% senior notes due 2022 for 12.50% senior notes due 2023.
  • Represented Gaoyou City Construction Investment Development Group in its global offering under Regulation S of its English law governed €75m 4.6 per cent.
  • Represented Guangzhou Industrial Investment Fund Management Co., Ltd. in connection with the issuance by Higher Key Management Limited of US$41m 6 per cent credit enhanced bonds due 2023.

Mayer Brown

Mayer Brown's Hong Kong practice is the go-to choice for a wide range of corporates and financial institutions seeking expertise across a broad spectrum of high-value derivatives and structured finance matters. The team handles a diverse portfolio, including intricate repackaging transactions, structured fund-linked financing, regulatory concerns, and multi-jurisdictional matters, with a notable focus on serving China-based multinational and local clients, an area in which the group has been notably active recently. Standing at the helm is Richard Stock, an accomplished banking and finance lawyer, while Vincent Sum oversees derivatives and structured matters, serving as a primary contact for major international and China-based banks.

Practice head(s):

Richard Stock

Other key lawyers:

Vincent Sum

White & Case

White & Case represents a wide array of clients in both international and local derivatives matters, spanning pivotal markets across the Asia-Pacific region. The team’s prowess is notably showcased in its coverage of derivatives designed for investment and hedging objectives, particularly excelling in equity-related transactions, with key engagements involving leading banks such as Credit Suisse. Leading the team is the ‘proactive and very diligent’ Nathaniel Crowley, who boasts significant expertise in OTC derivatives, structured finance, and a range of lending transactions. Further bolstering the team is Xuan Jin, whose specialisation in debt capital markets is accentuated by niche proficiencies in sustainable finance and Islamic finance. This wide-ranging skill set extends beyond his representation of financial institutions to encompass sovereign entities, a testament to Jin’s versatile capabilities.

Practice head(s):

Nathaniel Crowley

Other key lawyers:

Xuan Jin


‘Very good structured products and repackagings experience.’

‘Nathaniel Crowley is very proactive and very diligent.’

Key clients

Asian Infrastructure Investment Bank

Australia New Zealand Banking Corporation

BNP Paribas Hong Kong

Charoen Pokphand Group

Credit Agricole Corporate and Investment Bank

Credit Suisse Hong Kong Branch

EIG Global Energy Partners

SMBC Hong Kong Branch

Societe Generale Hong Kong

Timemerchant Capital

Work highlights

  • Advising MidOcean Energy on its proposed acquisition of Origin Energy Limited in consortium with Brookfield Transition Fund.
  • Advised Asian Infrastructure Investment Bank on its investment in US$404.8m Infrastructure Asset-Backed Securities sponsored by Hong Kong Mortgage Corporation.
  • Advised BNP Paribas as sole arranger, initial purchaser and swap counterparty on a Korean credit card securitisation in respect of assets originated by Hyundai Card Co. Ltd.