Commerce & Finance Law Offices > Beijing, China > Firm Profile

Commerce & Finance Law Offices
12-14th Floor, China World Office 2
No. 1 Jianguomenwai Avenue
BEIJING
100004
China

China > Capital markets: PRC firms Tier 1

Commerce & Finance Law Offices is highly experienced in handling stock issuances, bond issuances and other capital markets transactions for both domestic and international issuers and underwriters. The firm places special emphasis on cross-border transactions and the M&A of large listed companies, especially SOEs, in China. The team’s extensive client base includes Chinese and overseas businesses and financial institutions, including China Merchants Port, Bilibili and the Export-Import Bank of China. The practice is headed by Xin Kong, who routinely advises on listings on domestic and foreign securities markets, Xinyang Zhang and Gang Wu. They are supported by key individuals such as Wei Sun, Si Chen and Xiaoman Zhang.

Practice head(s):

Xin Kong; Xinyang Zhang; Gang Wu

Other key lawyers:

Testimonials

‘The Commerce & Finance Law Firm capital markets team has very good service quality, fast feedback, good business sense and the ability to handle complex affairs. They are familiar with the requirements of the regulatory agencies, and they are also very familiar with the policies and regulations of state-owned enterprises.’

‘The quality of the legal opinions and documents that the Commerce & Finance capital markets team issue is very high. At the same time, they are also very familiar with the situation of our company. The team demonstrated a high degree of professionalism, cooperation and efficiency, which won the recognition of our company’s top management.’

Key clients

SF Holding Co., Ltd.

China Merchants Port Group Co., Ltd.

STATE GRID INTERNATIONAL DEVELOPMENT LIMITED

Sunshine Insurance Group Company Limited

WEILONG Delicious Global Holdings Ltd

Hainan Strait Shipping Co.,LTD

The Export-Import Bank of China

Bilibili Inc.

Shenzhen Bluetrum Technology Co., Ltd.

Chongqing Polycomp International Corp

YH Entertainment Group

BONA Film Group

Hesai Group

GKG Precision Machine Co., Ltd.

GOGOX Holdings Limited

Work highlights

  • Advised Hesai Group on its US$190 million IPO of American depositary shares on Nasdaq.
  • Advised YH Entertainment Group on its IPO on the Hong Kong Stock Exchange.
  • Acted on behalf of the co-sponsors in connection with the introduction and listing of Super Hi International Holdings Limited on the main board of the Hong Kong Stock Exchange.

China > Dispute resolution: Litigation: PRC firms Tier 2

One of the most professional law firms in China‘, Commerce & Finance Law Offices‘s dispute resolution practice routinely acts for Chinese central and state-owned enterprises, listed companies and multinationals in major disputes. Among the firm’s several experienced practitioners, Hongji Li is a highly regarded litigation and arbitration specialist; Xiangyu Chen‘s experience includes hundreds of complex litigation and arbitration cases; and Qiang Cui, who is ‘the best choice for complex matters‘, handles cases concerning equity and debt investments, commercial real estate, international trade, IP and unfair competition. The team further strengthened its commercial litigation offering with the hire of Zhao Li who joined from Global Law Office in November 2023. Also key to the group, Fu Chen is an expert in commercial litigation, arbitration, and defence-side economic criminal cases; Mingtao Chen acts in IP disputes; Amin Li assists with cases concerning insider trading, illegal information disclosures and market manipulation; and Hao Yu acts for financial institutions, listed companies and private equity funds in relation to corporate takeover and investment-related disputes.

Testimonials

One of the most professional law firms in China.

Compared with other law firms, the firm does a better job of combining litigation and non-litigation. Most of its partners have professional knowledge and experience in both areas, which makes the solutions they provide more enforceable.

Has attracted many young talents and young partners, making the entire law firm even more vibrant.

Compared with other firms, the most obvious feeling is that the professional knowledge and service are excellent.

Qiang Cui maintains stable collaborative relationships with clients.

Qiang Cui is the best choice for complex matters – he provides solutions that are not only legal and compliant, but also meet clients’ core needs.

Key clients

Beihai Hongtai Investment Co

Guochu Huijin Capital Management Co., Ltd.

Wanxiang Trust Co.

Qingdao Vanke Real Estate Co

Qingdao Jinxiu Jiye Real Estate Development Co

China Construction Bank

New China Trust Co., Ltd

MINSHENG SECURTIS

DAGONG GLOBAL CREDIT RATING CO.,LTD

Beijing Yiche Information Science And Technology Co., Ltd.

China National Offshore Oil Corporation

CNOOC Investment Holdings

CNOOC Finance Co

Shanghai Orient Appraisal Co., Ltd.

BDO China Shu Lun Pan Certified Public Accountants LLP

Shanghai City State Commercial Factoring Co

Zhejiang Reclaim Construction Group Co., Ltd.

Zhongxing Tianheng Energy Technology (Beijing) Co

Work highlights

  • Represented an investor in a profit-guaranteed investment dispute concerning the M&A transactions of listed companies.
  • Represented Vanke’s subsidiaries in disputes concerning the transfer of commercial properties.
  • Acting for BDO China Shu Lun Pan Certified Public Accountants in a securities dispute involving misrepresentation allegations.

China > Dispute resolution: Arbitration: PRC firms Tier 3

Completing ‘its assignments excellently‘, Commerce & Finance Law Offices‘ dispute resolution department routinely represents Chinese central and state-owned enterprises, listed companies and multinationals in major arbitrations, and the team’s extensive expertise includes emerging areas of law, such as e-commerce disputes. The principal practitioners are senior arbitrator Hongji Li, who hears approximately 100 commercial arbitration cases each year; commercial litigation and arbitration specialist Jialu Wang; and Qiang Cui, who ‘delivers action plans that have commercial value‘, and whose track record includes acting for financial institutions, multinational corporations and Chinese SOEs in over 400 proceedings before arbitral tribunals. The team expanded with the hire of Zhao Li and Jian Dong, both are recommended for commercial litigation and arbitration.

Practice head(s):

Hongji Li; Jialu Wang; Qiang Cui

Other key lawyers:

Testimonials

‘The team works in a timely manner, can match the most appropriate responsible lawyer for different tasks, and completes its assignments excellently.’

‘Compared with other law firms, the team has a well-organised personnel structure, with a reasonable ratio of personnel at all levels, in relation to partners, senior lawyers, and junior lawyers.’

‘The comprehensive fees are reasonable and they are willing to accept hourly billing, which provides clients with a variety of flexible options.’

‘Qiang Cui is very good at analysing legal situations and delivers action plans that have commercial value in a short period of time.’

Key clients

China National Offshore Oil Corporation

CNOOC Investment Holdings

CNOOC Finance Co

Work highlights

  • Representing China National Offshore Oil Corporation in multiple proceedings arising from a Sino-foreign joint venture dispute with an Australian energy company.

China > Private equity: PRC firms Tier 3

Commerce & Finance Law Offices has in-depth experience across the range of private equity transactions, assisting clients throughout the entire financing process from a company’s establishment to its IPO, including angel, venture capital and strategic investments. In Beijing, Xiaoman Zhang has a strong track record handling domestic and overseas IPOs, M&A, and material assets restructuring. Also in Beijing, Xinyang Zhang is a specialist in the Chinese new economy and has a broad sector focus that spans AI, e-commerce and cultural entertainment.

Other key lawyers:

Testimonials

‘The team has been focusing on investment and financing and IPO listing business in the medical industry for a long time, and is especially good at dealing with legal issues encountered in the investment and financing process from the perspective of listing compliance.’

‘The team is very commercially aware, has a high degree of integration in the upstream and downstream of the industry, quickly identifies important legal issues and conducts relevant legal research, and can mobilize resources within the firm to provide multi-dimensional legal services.’

‘The team is constantly improving and growing, and provide IPO, mergers and acquisitions and other services, have a high level of matching and understanding for subsequent exits in the early stage of investment, and provide relatively complex legal services.’

‘I have cooperated with Zhang Xinyang’s lawyer team of Commerce & Finance Law Firm. Zhang’s team represented us in some minority equity investmenttransactions. Attorney Zhang himself has rich experience, can respond quickly to complex and difficult issues, and provide practical promotion plans.’

‘Timely and professional.’

‘The team is quite familiar with the red-chip business, and understands the tax compliance and other matters involved in the process of building a red-chip structure.’

Key clients

Youshan Capital

GL Gyn Investment L.P

Lake Bleu Capital

Keep Inc.

Hesai Technology

Fiture Inc.

Meituan – Angular Capital Hong Kong Limited

Meituan Dianping

Shuimu Youpin Limited

Hopu Investment

Zhuhai Trinomab Biotechnology Co., Ltd.

IASO Biologics Inc.

Transcendence Capital

GL Capital (“Hangzhou Hengmei Food Technology”)

DataGrand Technology (Shanghai) Co., Ltd.

Singularity Systems Limited

China Life

Suzhou MicroPort Argus Medical Corp.

GL Capital (“Shanghai Desano Pharmaceutical”)

Beijing Surgerii Technology Co., Ltd.

GL Capital (“Zhejiang Peptites Biotech Co.,Ltd”)

Xiaomi

Shanghai Shenzhi Information Technology Co., Ltd.

DataMesh

Mech-Mind (Beijing) Robotics Technologies Ltd.

Gongqingcheng Ziniu Growth Investment Management Partnership

Dongfanghonghu (Beijing) Technology Co., Ltd.

Shanghai Chatail Information Technology Co., Ltd.

Jinfeng Borun (Xiamen) Equity Investment Partnership

GL Hospital Investment III L.P

Shenzhen Zhiyuan Biological Medicine Co. Ltd.

Ningbo Maihan Investment Management Co., Ltd.

Beijing Century Hong Shui Hospital Management Ltd.

Hesai Technology

Guizhou Fengji Ecological Agriculture Technology Co., Ltd.

DataGrand

Chengdu Longteng Water Resources Development Co., Ltd.

Hongjing Drive

TopGear

Yangtze Industry Investment Fund Management Co., Ltd.

Lake Bleu Capital

Modern Farming(Group)Co.,Ltd.

3H Health

Nuwacell Biotechnologies Co., Ltd.

Hongtai Aplus

CTC Capital

Work highlights

  • Assisted Hesai Tech with round D financing, obtain more than $370million of financing.
  • Acted as Mech-Mind’s corporate counsel, completing its C+ series financing projects, with a total amount of approximately ¥1bn.
  • Acted for Fengji Group on its $600m financing.

China > Projects and energy: PRC firms Tier 3

Commerce & Finance Law Offices fields several energy and power experts who routinely advise on energy-related deals, including major financings, with notable clients such as State Grid International Development and China National Offshore Oil Corporation. Xinggao Pan is an outbound specialist, while corporate law expert Wei Chen is experienced in IPOs, bond issuances and private equity investment. Other key advisers include Yiqun Cheng, whose track record covers energy sector-related IPOs; and Gang Wu, a capital markets, M&A and private equity practitioner.

Practice head(s):

Xinggao Pan; Wei Chen; Gang Wu

Other key lawyers:

Key clients

Morgan Stanley

Credit Suisse

China International Capital Corporation

Goldman Sachs

State Grid International Development

Hongtai Aplus

China National Offshore Oil Corporation

CNOOC Investment Holdings

CNOOC Finance Co

Huatai Financial Holdings (Hong Kong)

Anhui Jianghuai Automobile Group Co

State Power Rixin Technology Co

Chengdu Longteng Water Resources Development Co

Zhongxing Tianheng Energy Technology (Beijing) Co

Topsun Information Technology Co

Xinjiang Haoyuan Natural Gas Co

Hive Energy Technology Co

Work highlights

  • Advised Morgan Stanley, Credit Suisse and China International Capital Corporation on NIO’s secondary listing on the main board of the Hong Kong Stock Exchange and Singapore Exchange.
  • Advised State Grid Europe Development on the issuance of high-value foreign bonds.
  • Advised CICC, as underwriter, on the reverse merger between Gezhouba Group Explosive Co (spun off from China Energy Engineering Group Co) and Hunan Nanling Industry Explosive Material Co.

China > Tax: PRC firms Tier 3

Routinely acting for high-net-worth families and their businesses, Commerce & Finance Law Offices‘ tax practice covers the full lifecycle of wealth management, growth and inheritance work. The group is particularly active in relation to tax planning and compliance matters. It is also highly experienced in the taxation side to complex M&A transactions. Heading up the team, Haoran Chen specialises in tax planning, private wealth, and tax and customs audit defence matters, while his sector expertise includes medical devices, education, real estate, finance, and retail. Providing partner-level support, Xiaoman Zhang‘s broad practice also comprises taxation and wealth planning.

Practice head(s):

Haoran Chen

Other key lawyers:

Work highlights

  • Acted for the founder of a regional FMCG retail industry enterprise on tax matters.
  • Assisted the controller of an international PR company with the tax side to obtaining a visa from Japan.

China > Corporate and M&A: PRC firms Tier 4

Commerce & Finance Law Offices, operating from Beijing, Shanghai, and Shenzhen, excels in diverse restructuring, corporate and M&A transactions, and mixed-ownership reforms. Leveraging its solid capital markets practice, its client list features a large number of listed companies particularly in the education, technology, healthcare, energy, and real estate sectors. Gang Wu and Xin Kong jointly lead the practice which also includes Xiaoman Zhang.

Practice head(s):

Gang Wu; Xin Kong

Other key lawyers:

Xiaoman Zhang; Xinyang Zhang; Xinggao Pan; Juan Shang; Wei Wang

Testimonials

‘The Commerce & Finance M&A team has strong professional ability, high efficiency, and always puts the needs of customers first.’

Key clients

Ningbo Zhoushan Port Company Limited

Hainan Strait Shipping Co.,LTD

China Resources Sanjiu Medical&Pharmaceutical Co.,Ltd.

Yoshan Fund

Longkou Urban Rural Construction Investment Development Co.,Ltd

Jinan Shizhong Finance Investment Group Co., Ltd

International Alliance Financial Leasing Co., Ltd.

Modern Farming(Group)Co.,Ltd.

3H Health

Nuwacell Biotechnologies Co., Ltd.

Shanghai Duoning Biotechnology Co., Ltd.

Huashang Education Group Company Limited

Regend

Minimax Medical (Nanjing) Co., Ltd.

Shanghai Duoning Biotechnology Co., Ltd.

Dalian Xueyoucheng Information Technology Co., Ltd.

WEI CHAI LOVOL HEAVY INDUSTRY CO.,LTD.

Keep Inc.

Fantasia Group(China) Company Limited

Work highlights

  • Advised on the acquisition of Yantai Nanshan University by International Alliance Financial Leasing Co., Ltd.
  • Acted for Modern Farming (Group) Co.,Ltd. in acquiring 75% equity interest in Inner Mongolia Aiyang Cattle Technology Co.

China > Intellectual property: PRC firms Tier 4

Commerce & Finance Law Offices‘ IP disputes practice covers copyright, patent and trade mark infringements, along with IP cases involving unfair competition issues. The group, which comprises members with overseas education backgrounds and diplomas in both science and engineering, is co-led by Mingtao ChenJing ChenHongji Li and Qiang Cui.

Practice head(s):

Mingtao Chen; Jing Chen; Hongji Li; Qiang Cui

Testimonials

The team is very efficient, gives timely feedback to clients, and is good at communicating and solving problems.’

Key clients

Beijing Yiche Information Science And Technology Co., Ltd.

Eastern Pioneer Driving School Co., Ltd.

Beijing Baidu Netcom Science Technology Co., Ltd.

Bejing Changxing Information Co.,Ltd.

Topsun Information Technology Co.,ltd.

Beiqi Foton Motor Co., Ltd.

Shanghai Gostudy.ai Co., Ltd.

Yoshan Fund

Work highlights

  • Represented Yiche Company in a lawsuit against a competitor for millions of infringing images.
  • Represented Eastern Pioneer Driving School Co., Ltd. in three trade mark infringement cases.
  • Represented Beijing Baidu Netcom Science and Technology Co in an action concerning a new type of disruption of the Baidu search engine.

China > Labour and employment: PRC firms

Commerce & Finance Law Offices is building a niche for handling employment disputes in trade secret sensitive areas such as robotics and other forms of innovative technology. Ting Yang is the key name to note.

China > Antitrust and competition: PRC firms

Commerce & Finance Law Offices, led by Xiaohua Hou and Kai Huang, handles a wide spectrum of antitrust work, including merger filings, SEPs, and antitrust litigation.

China > Investment funds: PRC firms

Commerce & Finance Law Offices advises on the entire lifespan of funds, including establishment, financing and compliance aspects; and the practice is particularly experienced in management and organisational structures, fundraising procedures, operational models, and the decision-making mechanisms of  venture capital and private equity funds and their managers.

China > Life sciences and healthcare: PRC firms

Commerce & Finance Law Offices is noted for its strong track record in handling large IPOs, M&A and cross-border financings on behalf of medical device companies, pharmaceutical groups, and biotech and medical technology start-ups. The firm has China-wide capability with lawyers based in Beijing, Shanghai and Shenzen.

China > WTO/international trade: PRC firms

Commerce & Finance Law Offices‘ principal practitioner is Beijing-based Xiaohua Hou, who focuses on US anti-dumping and countervailing duty proceedings.

Commerce & Finance Law Offices (“Tongshang”) is one of the first truly private partnership and one of the best commercial law firms in China. Founded in 1992, Tongshang has steadily built up its well-recognized practice and reputation in capital markets, corporate/M&A, private equity, dispute resolution, banking and finance, new economy (TMT, healthcare and education), competition and antitrust, investment fund, restructuring and insolvency, regulatory, labor and employment, wealth management, real estate and construction and intellectual property. Tongshang is dedicated to providing advice and expertise at the highest levels.

Commerce & Finance Law Offices is one of the eight “red circle” law firms in China. Since its establishment, it has been focusing on major industries in the world, and has been deeply involved in the legal service market. Accordingly, it has created several major projects with extensive market influence that have changed and reshaped the industry structure, and is thus highly recognized both in and outside the industry: it is one of the legal advisors who are most frequently engaged in overseas listing projects, in which it not only serves as the legal advisor to the issuers, but also the Chinese legal adviser of the underwriters; moreover, it is also one of the law firms who have participated in the largest number of projects for Chinese companies to go public overseas.

Commerce & Finance has steadily built up its practice and reputation. At present, it has branch offices in Beijing, Shanghai, Shenzhen, Hong Kong, Chengdu, Hangzhou and Wuhan, with more than 700 professionals in C&F, including more than 100 partners and more than 500 attorneys and paralegals. All attorneys in C&F graduated from top-ranking universities in China; in particular, a number of them have obtained doctoral and master’s degrees from prestigious law schools in the United States, Canada, and the United Kingdom, and have internship or work experience in law firms in the UK, the US, Canada, Japan or Hong Kong respectively.

Most firms provide legal advice, we deliver business solutions.

Department Name Email Telephone
Corporate and M&A Xiaoman Zhang
Corporate and M&A Gang Wu
Real estate and construction Jialu Wang
Real estate and construction Fengliang Liu
Capital markets Li Cheng
Capital markets Xin Kong
Acquisition and private equity financing Qinghai Hou
Acquisition and private equity financing Bo Wang
Outbound investment Xiaoman Zhang
Outbound investment Gang Wu
Banking and finance Xuerong Hu
Banking and finance Wei Chen
Intellectual property Jialu Wang
Dispute resolution Hongji Li
Dispute resolution Jialu Wang
Private equity Xinyang Zhang
Private equity Lingyun Dai
Corporate compliance Yi Zheng
Corporate compliance Xiaofei Xu
Labour Hongji Li
Labour Jialu Wang
Tax Zhou Ma
Tax Xiaoman Zhang
Project financing Jialu Wang
Project financing Xiaoguang Lu
Number of partners : 101
Number of lawyers : 500+
English
Mandarin
Cantonese
German
Japanese
Website : www.tongshang.com
WeChat : tongshanglaw

CLIENT: Wenqian Zhu
COMPANY/FIRM: Meituan Dianping Inc.
TESTIMONIAL: Commerce & Finance Law Offices (“Tongshang”) handled a series of complex and innovative projects for Meituan Dianping, including multiple asset sales projects and mergers and acquisitions projects.

In the absence of industry precedent and under the circumstance of uncertain regulatory policies, Tongshang provided us with practical and effective business solutions, which maximized commercial benefits for us in the projects, and achieved efficient and smooth closing of the projects.

Lawyers of Tongshang have flexible business thinking and a solid legal background. When dealing with many cutting-edge and innovative issues in the new economic field, they can always provide feasible solutions with business insights in a timely manner. Tongshang is our first-choice law firm.


CLIENT: Hongyi Jia
COMPANY/FIRM: Beijing Kuaishou Technology Co., Ltd.
TESTIMONIAL: Lawyers of Commerce & Finance Law Offices (“Tongshang”) are knowledgeable, experienced, and highly qualified. Tongshang is one of the most outstanding law firms in the field of capital market, investment and mergers & acquisitions. Tongshang is a trusted partner, and one of our top law firms for investment and mergers & acquisitions projects.

Tongshang always puts the needs of clients first. Tongshang and its lawyers have outstanding and comprehensive capabilities. They can always view from the perspective of client’s commercial purpose and are good at combining law with accounting, taxation, and financial methods to provide clients with compliance, efficiency and professional legal solutions. We highly recognize the rich experience in the field of capital market of Tongshang.


CLIENT: Junguang Xiao
COMPANY/FIRM: COSCO SHIPPING Holdings Co., Ltd.
TESTIMONIAL: Commerce & Finance Law Offices (“Tongshang”) has been serving COSCO for more than ten years. All major capital restructurings, investment mergers & acquisitions and other capital operations of COSCO have been participated and led by Tongshang and its lawyer. Lawyers of Tongshang have a wealth of knowledge, superb legal skills, and is proficient in domestic and overseas listings and related mergers & acquisitions. Tongshang and its lawyer are very innovative and are good at global structural design. They are thoughtful and can quickly understand what customers want. During the implementation of the projects, they paid great attention to practical operations, effectively escorted the company with their deep understanding of laws and policies.


CLIENT: Liwen Zhang
COMPANY/FIRM: Shuanghui Development Co., Ltd.
TESTIMONIAL: Commerce & Finance Law Offices (“Tongshang”) has a very deep understanding of the business model and business philosophy of the consumer in the field of goods industry. At the same time, Tongshang and its lawyer also have a keen sense of the regulatory policies and wind direction of this industry, which allows them to execute the project efficiently and accurately, fully consider the legal concerns in each stage of the project and the entire growth process of the enterprise in time, handle the problem through creative transaction structures and provide brilliant legal service solutions. We believe that Tongshang and its lawyers are rare mentors and friends in the development of our company.


CLIENT: Hongwei Wang
COMPANY/FIRM: CCB International (Holdings) Co., Ltd.
TESTIMONIAL: Lawyers of Commerce & Finance Law Offices (“Tongshang”) have a rigorous work style and a strong sense of responsibility. We highly recognise them for their professionalism. Lawyers of Tongshang always devoted to and deliberate on cases. Facing the unfavorable situation of major changes in judicial interpretation, Tongshang lawyers have neither shown fear nor shirk responsibility, they are always full of confidence and fighting spirit, regarding difficulties as a challenge and remaining calm. At the same time, Tongshang also helped us adjust our mentality and change our litigation strategy in a timely manner, which gave us great confidence. Tongshang can always accurately grasp the direction of the case and propose a reliable litigation solution.


CLIENT: Ya’nan Wang
COMPANY/FIRM: Century 21
TESTIMONIAL: Lawyers of Commerce & Finance Law Offices (“Tongshang”) are experts in commercial dispute resolution, they can quickly become familiar with the client’s business model, understand the business logic behind and put forward unique and pragmatic solutions based on the specific situation of our company. In response to the disputes, Tongshang lawyers was able to quickly find the key points to solve the problem and propose effective solutions for us. Based on years of experience in commercial dispute resolution, Tongshang assists us in our business negotiations. Often, Tongshang lawyers can use their excellent negotiation skills to help us achieve our goals and obtain maximum benefits at the lowest cost.