PRC: Mergers & Acquisitions

By Peter Corne

TABLE OF CONTENTS

1. INTRODUCTION

2. ACQUISITIONS IN CHINA

2.1 Why Acquire Businesses In China? 2.2 How Are Businesses Acquired In China? 2.3 Asset Acquisition 2.4 Share Acquisition 2.5 Which method involves less risk? 2.6 What factors, apart from tax, can affect the choice of acquisition method? 2.7 What taxes are imposed on the sale? 2.8 Apart from the buyer and seller, who are the stakeholders in an acquisition? 2.9 What due diligence should be undertaken before an acquisition? 2.10 How should you deal with the valuation of a SOE? 2.11 Are there restrictions on payment of registered capital? 2.12 If using a joint venture form, which should be chosen? 2.13 What issues are involved when deciding whether to use an offshore or domestic PRC vehicle to make an acquisition?

3. MERGERS