Solicitors governing body: 香港律師會 - The Law Society of Hong Kong
Competition authority: Hong Kong Competition Commission
Financial regulator: Securities and Futures Commission (SFC)
IFLR1000 ranking categories for this jurisdiction:
Financial and corporate (published October) – Banking, Capital markets: Debt, Capital markets: Equity, Capital markets: Structured finance and securitisation, Competition, Financial services regulatory, Hedge funds, Private equity funds, Real estate funds, Retail funds, M&A, Private equity, Project finance, Restructuring and insolvency, Financial and corporate: Offshore, Investment funds: Offshore
Under the ‘one country, two systems’ principle, Hong Kong’s previous legal system remained intact when it moved from British to Chinese control in the 1990s. The Basic Law—a mini constitution for the special administrative region—mandates this unless any previous measure violates it. Chinese national laws are not applicable except for laws relating to defence and foreign affairs.
Regulated by the Law Society of Hong Kong and the Hong Kong Bar Association, the legal profession is divided into solicitors and barristers. Also, with well over 1000 foreign lawyers Hong Kong is known for its open policy.
The legal market has been open since the 1970s, and foreign law firms have been free to practice foreign law under fairly informal regulations overseen by the Law Society and immigration department. Foreign law firms were not allowed to practice Hong Kong law, but domestic firms could engage them to assist on matters pertaining to other jurisdictions. Over time—as the number of foreign lawyers swelled—a more formal regulatory regime was implemented.
In 1995 statutory registration requirements of foreign lawyers and foreign law firms came into effect allowing foreign law firms to establish practices and advise on foreign law, and to form associations with Hong Kong firms to share offices and profit costs with the purpose of converting into local firms while retaining foreign trade names.
It was the Closer Economic Partnership Arrangement (CEPA) between Hong Kong and the Mainland that improved access between Hong Kong’s legal sector and the mainland. The residence requirement for representatives of representative offices of the Hong Kong law firm on the mainland has been relaxed; Hong Kong permanent residents may sit the National Judicial Examinations; Hong Kong lawyers are allowed to be employed as legal consultants by mainland law firms; and restrictions on association between Hong Kong and mainland law firms have been relaxed.
The legal market itself is made up of a rich mix of international, domestic, offshore, and PRC firms. Owing to its colonial legacy, the UK headquartered magic circle firms have been a mainstay in the legal landscape, but more recently they have been challenged by white shoe law firms in the US and an emerging red circle from the mainland.
Rather than developing comprehensive services, PRC firms are following their outbound Chinese clients and many US firms have entered the market specifically targeting high-end lucrative areas such as M&A, private equity and capital markets in profitable sectors such as technology. With China's Anti-Monopoly Law gaining momentum and the Hong Kong Competition Ordinance due to take full effect on December 14 2015, one can be reasonably confident of that the competition to deliver legal services will heat up.
Adam Majeed - Asia-Pacific Editor
In Hong Kong Akin Gump is best known for its M&A and restructuring and insolvency work, where it acts for bondholders, distressed-debt investors, mezzanine lenders and other creditors.
Highlights include advising the committee of unsecured creditors in the proposed financial restructuring of bond and bank debt issued by Noble Group, an SGX listed worldwide commodities supply chain and trading company; advising an ad hoc group of convertible bondholders in relation to Bumi Resources—an Indonesian thermal coal company—restructuring; and advising the unsecured creditors committee of EMAS Chiyoda Subsea in connection with bankruptcy proceedings under Chapter 11 of the US Bankruptcy Code.
In the research period, restructuring and insolvency partner Mark Fucci retired from practice.
Allen & Overy is known for its strength in finance. The firm’s lawyers across its Beijing, Shanghai and Hong Kong offices regularly act for Chinese banks on outbound project financings, and large Asia regional and global project financings. The firm also offers a mix of traditional lending products, acquisition financing, real estate financing and structured finance, while its debt capital markets practice is at the forefront of China’s growing Panda bonds market.
A lending highlight saw the firm advising the lead arranger on a bespoke real estate financing to fund the landmark acquisition of The Center skyscraper in Hong Kong, which is the most expensive real estate transaction in Hong Kong history.
Some key project finance highlights include advising the Bank of Communications in financing a consortium of Zhen Hua Engineering Company, China Communications Construction Company and CCCC Dredging Group Company to develop a third runway at Hong Kong International Airport; advising China Three Gorges International Corporation in financing the development of the Karot hydro project in Pakistan, which is one of the largest foreign investment projects in Pakistan; and advising the Bank of China in providing a loan facility to China Three Gorges Corporation and Guoxin International Investment Corporation to finance its bid to acquire the Chaglla power plant in Peru.
In capital markets highlights the firm kept busy advising underwriters BNP Paribas, CITIC CLSA, ICBCI, CCBI and ABCI in China Education Group’s HKSE IPO, and advising joint lead managers Bank of China, Bank of Communications, Agricultural Bank of China, China Construction Bank and CICC in the People's Republic of China’s sovereign bond issue, which is its first US-dollar bond issue since 2004.
In the research period the firm’s M&A department brought in partner Wayne Lee from Shearman & Sterling in Shanghai, and partners Jonathan Hsui and Lina Lee from Ashurst. Also Gary McClean retired and Vivian Yiu left for Morrison & Foerster.
In the research period the firm revitalised its equity capital markets practice by relocating partner Michael Jacobs from its London office, and by bringing in expert Kung-Wei Liu from Sullivan & Cromwell.
Key clients of the firm include Bank of Communications, BNP Paribas, Bank of China, Agricultural Bank of China, United Overseas Bank, Morgan Stanley, and Credit Suisse.
"We are very satisfied with Allen & Overy's service, especially the efficiency and the wide scope of service." – Banking and finance, M&A
"The firm has very capable and knowledgeable lawyers." – Banking and finance
"Allen & Overy has impressive breadth and depth in its practice areas and continues to lead the market in innovation and technical expertise." – Capital markets
"Allen & Overy has provided exceptional legal advice and services. It is very professional and big picture focussed. The firm is innovative, solution driven, with partners that are extremely accessible whenever required." – Capital markets
"It has very good client management, is very responsive, and has good knowledge of the laws." – Capital markets
"Very satisfactory work performance. The firm offers client-oriented services and good commercial awareness." - M&A, Capital markets
"The firm's financing advice capacity for clients is very strong, especially in Hong Kong." – M&A
“We worked primarily with Allen & Overy on establishing a joint venture in China. Based on the strength of their advice, we also used them to assist with regulatory approvals in China. Their service level on both projects was outstanding - immediate replies to inquiries or accurate estimates of when answers/results could be obtained - and cost effective. Their knowledge of the China market, particularly with respect to the formation of the JV, was exceptional and unique, they provided both legal and business advice and made available to us other experts when needed them. We interviewed three other major international firms and Allen & Overy was head and shoulders above all other candidates in their knowledge and presentation and ultimately with the results they provided. Because they become so knowledgeable about our business, we asked that our transaction counsel use Allen & Overy in China to obtain China regulatory approval for the sale of our business.” – M&A
Ashurst offers a broad range of legal services from its offices in Hong Kong and China. The firm is best known for its structured finance and securitisation, the area it is ranked highest. It also acts for Chinese banks in outbound projects, is developing its debt capital markets practice, picks up interesting mandates in M&A, and is acting regularly for Indian and Indonesian clients, especially in the equity capital markets.
In project finance the firm has been advising the Industrial and Commercial Bank of China on a facility provided to the Cameroon state to develop the Bini a Warak hydroelectric power project;
Key capital markets highlights in the past 12 months include advising arranger BNP Paribas in the series no: M845 repackaged prudential PLC notes due 2021 issued by Marc Finance under its structured note programme; and advising Nomura Financial Advisory and Securities in the IPO and listing of New India Assurance Company on the National Stock Exchange of India (NSE), which was the third largest-ever in India. Other highlights in the area include acting for CHMT Peaceful Development Asia Property in issuing two tranches of notes to finance the acquisition of The Center, the world’s most expensive building, in one of the largest bonds issued in Asia this year.
In the funds space the firm advised Sharp Corporation on its commitment to the Softbank Vision Fund, which is the largest fund ever raised.
In M&A the firm advised China General Nuclear Power Corporation in its investment to develop nuclear reactors in Romania, and in divestments of a minority stake in its power energy business in Malaysia to China Southern Power Grid (CSG).
There have been changes at the firm in the past 12 months with capital markets partner Frank Bi joining from Slaughter & May, restructuring partner Damien Whitehead joining from White & Case, and finance partners Eric Tan and Daniel Lau joining respectively from Fangda Partners and Allen & Overy.
Key clients of the firm include China General Nuclear Power Corporation, BNP Paribas, Industrial and Commercial Bank of China, Alberta Investment Management Corporation, JPMorgan, China Construction Bank and Credit Suisse.
In another development over the research period, Ashurst set up a joint operation office (JOO) in Shanghai with Guantao Law Firm to expand its reach in the mainland and offer PRC legal advice through the Chinese firm. The JOO is one of only four approved by the PRC authorities to date.
"The firm is excellent, approachable and commercial." – Banking and finance
"The firm is responsive, knowledgeable and offers competitive fees. It is willing to assist clients by reaching out to its offices in other jurisdictions for expertise, for example, in the US and the UK." – Capital markets
"Ashurst has a very strong team both in strength and depth. It has an incredible amount of experience with partners like Nigel Pridmore and Jini Lee. Its knowledge and experience is underpinned by a sensible, down to earth approach which endears it to clients. It is the best in the market and I highly recommend the firm." – Capital markets
"It has a well-resourced team that provides good advice."- Capital markets
"Ashurst is consistently strong in product knowledge and in the ability to develop new variations on structures. It pairs this with excellent execution skills and regional expertise. It is one of my top two choices for work in Asia." – Capital markets
"It is experienced, has deep expertise, is knowledgeable, responsive and efficient." – M&A, Banking and finance
"It has good expertise, is responsive and good value for money." M&A, Capital markets
Baker McKenzie is best known in Hong Kong and China for its finance, regulatory, M&A and investment funds work where it has onshore domestic Rmb funds capability through the Baker & McKenzie FenXun (FTZ) Joint Operation Office in the Shanghai Free Trade Zone.
The firm has been active in the formation of real estate and private equity funds. For example, it kept busy advising Gaw Capital Partners on the formation of its first private equity real estate fund—Gaw European Hospitality Fund I—focused solely on investments in the hotel sector in the European region; advising the same client in the formation of its fifth flagship private equity real estate fund—Gateway Real Estate Fund V; and advising Gaw Capital Partners again on the formation of a co-investment fund that will invest alongside Gateway Real Estate Fund V to acquire 17 Hong Kong malls from Link REIT.
Other highlights include advising Bank of China on syndicated term-loan, dual currency, dual tranche facilities to Right Lane; acting for Carlsberg on its acquisition of an additional 25% stake in Cambrew, a Cambodian brewer; and advising LGT Group Foundation on its acquisition of Abn Amro's private banking business in Asia and the Middle East.
In the research period the firm brought in special counsel Gerry Wong from KorumLegal, but lost partners Harvey Lau and David Fleming, who retired from legal practice.
Key clients of the firm include Gaw Capital Partners, Bank of China, United Overseas Bank, eBay, China Galaxy International Financial Holdings, Spring Asset Management and Crédit Agricole.
Cleary Gottlieb Steen & Hamilton is best known for its private equity work in Hong Kong and China. The firm has offices in Beijing and Hong Kong and offers advice on US, English and Hong Kong law.
In capital markets the firm is advising Credit Suisse and Citigroup in the IPO and NYSE listing of PPDAI Group.
In private equity the firm advises on every phase of a fund’s life cycle – formation, making investments, strategic initiatives and exiting investments. For example, the firm has been active advising Hillhouse Capital as one of the lead investors in the financing round for JD Logistics; advising TPG its acquisition of a majority stake in OPC Holding Company; and representing China International Capital Corporation in its acquisition of a majority stake in Krane Funds Advisors. Other highlights include advising KKR in the formation of KKR Asian III, a fund focused on buyouts and growth equity investments in Asia, which is largest Asia-focused fund ever raised by a private equity firm; acting for TPG in the formation of TPG Asia VII, the seventh fund in the TPG Asia series pursuing investments in Asia-Pacific.
Funds lawyer Chris Lee relocated back to the Hong Kong office as counsel having spent time in the firm’s New York office.
Cleary Gottlieb Steen & Hamilton moves up a tier in the private equity funds category on the back of strong fund formation mandates.
Key clients of the firm include KKR, TPG, Bain Capital, Hillhouse Capital, Temasek Holdings, Morgan Stanley, and Credit Suisse.
Clifford Chance is arguably the most visible firm among the magic circle in Hong Kong and China. It occupies a top tier berth across an array of practice areas as it has the largest banking team in Hong Kong, strong relationships with Chinese policy and commercial banks, a dominant market share in equity capital markets work (having advised on nine HKSE IPOs last year), and is an active player in China’s growing green bond market.
Banking highlights include advising the arrangers led by Citigroup Global Markets and Goldman Sachs on the acquisition financing arrangements for the acquisition and privatisation of Global Logistic Properties; advising China Development Bank in granting a large loan to Petrobras to facilitate the export of 50 million tons of crude oil to China over the next 10 years; and advising BNP Paribas and Industrial and Commercial Bank of China in relation to its exposure to the Mongolian Mining Corporation (MMC) in Mongolia.
Capital markets highlights in the past year include advising the underwriters on Guotai Junan Securities and China Literature’s HKSE IPOs and on Postal Savings Bank of China’s offering of additional tier 1 (AT1) preference shares, the largest ever AT1 capital issue out of Asia.
Key clients of the firm include China Development Bank, BNP Paribas, Credit Suisse, Bank of America Merrill Lynch, Morgan Stanley, Goldman Sachs and HSBC.
"Strengths - good understanding of global client needs in local markets." – Investment funds, Banking and finance
"Clifford Chance worked tirelessly for us on the matter. The team comprising local lawyers and an Australian lawyer was able to give us sound advice on Chinese matters with an emphasis on those issues which Australian companies would want to know. In meetings involving interpreters, CC were able to distill the nuances of conversations with our Chinese counterparts which assisted us in negotiations." – M&A
"High quality advice, based on experience advising many multinationals in the financial industry and 'on the ground' experience dealing with regulators. Strengths include customer service, knowledge of industry-specific regulations and excellent written and spoken communications." – Capital markets, M&A
“It is a great firm to work with. The partners know our company and its business well. So we do not have to spend time briefing the background. They respond in a timely manner and can add value. Their expertise is a good supplemental to the in-house legal team.” - M&A, Restructuring and insolvency, Banking and finance
"Excellent work and highly professional during the course of our acquisition. The team is almost from a different league when compared to the seller's counsel, which is already a top tier US firm." - M&A
"It is efficient and effective, with expertise in structuring complex transactions and superior knowledge of what's right for deal terms." - M&A
CMS has offices in Beijing, Shanghai and Hong Kong which work mostly on M&A and restructuring and insolvency matters. Across South East Asia and China it also works with Rajah & Tann Asia.
The firm takes a sector approach to its work and has developed strong reputations in the automotive, utility, technology, life sciences, logistics, sports, construction, and banking industries.
Highlights include advising Roto Frank—a German hardware technology provider for windows and doors—on the acquisition of hardware supplier Union to expand its window and door technology division; and advising Schuler on the sale of its technology centre in the North Chinese city of Tianjin to Swiss company Feintool.
Key clients include Roto Frank and Schuler.
“CMS is a great firm and the Beijing office is a strong well led representative office for CMS. The firm is not too big and has good ongoing relationships with its clients. The webinars on GDPR in the EU is particularly impressive. No weaknesses noted.” – Financial services regulatory
“The advice is always hands-on and exactly what you need (and not overdone), fast drafting of contracts, good support during negotiations, excellent knowledge of the legal environment and how to approach relevant authorities.” – M&A
“Excellent, responsive, professional, accessible and supportive.” – M&A
“Practical solutions, quick responses, availability, and professional.” – M&A
In Hong Kong and China, Davis Polk & Wardwell is best known for its market leading equity capital markets practice and also for its strength in financial services regulatory. The firm is also known for its high-yield practice and is robust in private equity and M&A, where it advises on US, Hong Kong and English law.
Capital markets highlights in the research period include advising Tencent Holdings in the HKSE IPO of its spinoff China Literature; advising Razer in its HKSE IPO; and advising the underwriters in WTT Investment’s high-yield notes offering.
In M&A the firm was busy advising Jeneration Holdings in its acquisition of AXA Wealth Management from AXA China Region; advising China Biologic Products on its acquisition of an 80% equity interest in Tianxinfu Medical Appliance from PW Medtech Group; and advising I Squared Capital on its acquisition of Hutchison Global Communications from Hutchison Telecommunications Hong Kong.
The firm’s client roster include names such as China Reinsurance, Zhongsheng Group, Tencent Holdings, Sunlands Online Education Group, Jeneration Holdings, Tongcheng Network Technology, and iKang Healthcare Group.
"I am very satisfied with DPW's work. The lawyers are diligent, knowledgeable and responsive. They also have very good commercial sense." – Banking and finance, M&A, Investment funds
Deacons is best known for its investment funds work, especially in retail funds, where it dominates the market, and hedge funds. It has the largest investment funds team in Hong Kong, and also covers PRC-related funds and mandatory provident fund (MPF) funds, which are unique to Hong Kong.
Funds highlights in the past 12 months include advising Invesco Hong Kong in forming the Invesco Belt and Road Bond Fund, which is the first fund linked to China’s belt and road initiative to be authorised by the SFC; advising EFG Asset Management in setting up its first Hong Kong unit trust platform, with the initial sub-fund focusing on the new digital economy; and advising FWD Management Holdings on the sale of its MPF fund and occupational retirement schemes businesses to Sun Life Hong Kong.
In M&A the firm acted for Wharf Holdings, Wheelock and Company and Wharf Real Estate Investment Company (REIC) in relation to the spin-off of Wharf REIC from Wharf for the separate listing of Wharf REIC’s shares on the HKSE by way of introduction.
The firm’s key clients include names such as BlackRock, Manulife, China Everbright Capital, BNP Paribas Securities, Bank of East Asia, Hong Kong Monetary Authority, and Guotai Junan Securities.
"The firm is attentive, responsive and up to date." – Capital markets
"Deacons are well established as the leading Hong Kong investment funds practice and offer registration and licensing support to a large number of global asset managers. In my experience, Deacons excels in providing advice on fund regulatory matters. It has very frequent interaction with the local market and with regulators and are therefore well positioned to offer sound advice when needed." - Investment funds
"Deacons investment funds practice is very strong. It is also very strong in Hong Kong corporate financing and in stock exchange regulations." - Investment funds
"Deacons provides a high standard of work and are receptive to our needs." - Investment funds
"It has highly professional, hands-on knowledge of regulations, and valuable advice of market practices." - Investment funds
"The firm is very professional, has subject matter expertise, and is good value for money." - Investment funds
Debevoise & Plimpton is best known for its private equity funds work where it is ranked highest. The firm also handles M&A matters.
Highlights include advising Baring Private Equity Asia in the fundraising of various co-investment vehicles with commitments in excess of $1.6 billion dollars to facilitate the privatisation of Nord Anglia Education; advising Hony Capital in its acquisition of an equity stake in WeWork Greater China Holding Company; and acting for Clearwater Capital Partners on its recently announced sale to Canada-based Fiera Capital Corporation.
Key clients of the firm include Baring Private Equity Asia, Hony Capital, Clearwater Capital Partners, Capital Group, AIA Group, Prudential Financial and AXA.
In Hong Kong Dechert is best known for its funds work, particularly in private equity and hedge funds.
Highlights in the past 12 months include advising China Everbright on the formation of a $1 billion global infrastructure fund; advising Silk Road Fund in its subscription for $200 million limited partnership interest in the China Central and Eastern Europe Investment Co-Operation Fund II SCS SICAV-SIF; and acting for Hedgestone Capital Group in the launch of its hedge fund, Liquid Strategy Fund.
In the research period the firm lost partner Karl Paulson Egbert to Baker McKenzie.
Also this year the firm enters the rankings for private equity funds in Hong Kong.
The firm’s clientele includes names such as China Everbright, Silk Road Fund, China Ping An Insurance Overseas Holdings, Hedgestone Capital Group, HarbourWay Investment Management, Lu International and China Orient Asset Management Holding.
Dentons in Hong Kong is most active in capital markets, especially in debt, equity and structured finance and securitisation.
Highlights in the past year include advising joint sponsors and underwriters China International Capital Corporation and Jefferies in the HKSE IPO of Sisram Medical, which was the first ever Israeli company to list in Hong Kong; advising Yunnan Provincial Energy Investment Group in a dual tranche offering of $440 million of notes; and acting for a confidential client in the structuring, negotiation and documentation of a $50 million cross-border five-year loan facility extended to VPBank Finance, secured by a revolving pool of consumer finance loans denominated in Vietnamese Dong originated and serviced by the borrower, and by bank accounts of the borrower maintained at Vietinbank.
In the research period the firm brought in debt capital markets partner Lee Man Chiu from Baker McKenzie.
Key clients of the firm include Yunnan Energy Investment, Guangxi Financial Investment Group, Danyang Investment Group, Furen Medicines Group, Shanghai Greenshore Network Technology, China Pacific Insurance and Shandong Marine Group.
“Excellent dedicated service led by Jeff Chen, head partner of Asian structured finance.” – Capital Markets: Structured finance and securitisation
In China and Hong Kong, Eversheds Sutherland is best known for its structured finance and securitisation and restructuring and insolvency work.
Highlights in the research period include advising arranger Hong Kong Capital Finance Corporation in a Hong Kong mortgage securitisation warehouse transaction with Korean bondholders; acting for Perbadanan Tabung Amanah Islam Brunei (TAIB) on several Islamic derivatives transactions; and advising PricewaterhouseCoopers on the worldwide insolvency and liquidation of Maplin Electronics.
Key clients of the firm include Hong Kong Capital Finance Corporation, TAIB, CTI Capital, China Minsheng Bank, KPMG, PricewaterhouseCoopers and China Merchants Securities.
“It's very prompt and offers succinct advice on complex issues. Kingsley is great to deal with—very personable and responsive.” - Banking and finance
“The firm is highly experienced in structured finance and securitisation transactions. It is able to grasp and understand complex financial structures, and has good up-to-date knowledge of commercial best practices to augment technical legal advice.” – Capital markets: Structured finance and securitisation
“It offers clear guidance, strong opinions and good availability. The firm puts itself into the client's shoes.” – Restructuring and insolvency
“Kingsley Ong is an absolute superstar. An all-rounder in the corporate finance space, whose practice also extends into contentious restructuring and insolvency.” - Restructuring and insolvency
Hong Kong independent Gallant is best known for its work in M&A and banking and finance.
In addition to working on confidential loan facilities in the past 12 months the firm has been busy with regulatory work advising a bank in Hong Kong on incorporating suitability requirements into client agreements and reforming bank culture. In one M&A highlight the firm advised its client that operates a children’s fashion business in its sale of a majority stake of the business to a private equity fund.
Gallant has offices in Hong Kong, Guangzhou and Shanghai and is a member of Meritas, an international independent law firm association.
“Gallant provides us professional, up-to-date and practical advice on general commercial and regulatory compliance issues.”- M&A
“Angela responds to our enquiries promptly and she can provide us practical and professional advice on general commercial and regulatory compliance issues."
In Hong Kong Gibson Dunn & Crutcher is best known for its M&A, projects, banking and finance, and now investment funds work. The firm has offices in Beijing and Hong Kong that work closely with its Singaporean counterparts.
In the past year the firm’s M&A practice kept busy in the healthcare sector advising private equity fund Nanjing Ying Peng Hui Kang Medical Industry Investment Partnership in its acquisition of a majority stake in China Cord Blood.
Other highlights include advising Universal LRT Corporation in the development, construction and financing of the Manila Metro Rail Transit System Line 7; advising a Bain Capital Private Equity led consortium in the financing and acquisition of Trans Maldivian Airways from Blackstone managed funds and certain minority investors; and advising Citic Capital Partners in the formation of its flagship China private equity fund, the $1.57 billion CITIC Capital China Fund III.
In the research period the firm gave its investment funds practice a significant boost with the hires of partners John Fadely and Albert Cho—and their team—from Weil Gotshal & Manges.
As a consequence the firm enters the rankings for private equity funds in Hong Kong.
Key clients of the firm include Citic Capital Partners, Boyu Capital, Bain Capital, Goldman Sachs, Yida China Holdings, Universal LRT Corporation and PCCW International.
Jones Day is best known in Hong Kong for its equity capital markets, M&A and private equity work.
Highlights in the past 12 months include advising underwriters BOCI Asia, Hong Kong Asset Management and Halcyon Securities, and sole sponsor Halcyon Capital in the HKSE IPO of Precision Tsugami (China) Corporation; advising Shenzhen Energy Group on its acquisition of a portfolio of PV solar generation facilities in California from Recurrent Energy; and advising Haitong International Financial Products in its subscription of notes in Youyuan International Holdings, a China-based wrapping tissue paper manufacturer.
In the research period the firm bolstered its corporate practice with the hire of partner Charles Chau from Morrison & Foerster.
Key clientele of the firm includes names such as Haitong International Financial Products, Sinco Pharmaceuticals Holdings, Shenzhen Energy Corporation, AGIC Capital, BOCI Asia, Halcyon Securities and Chengdu Kanghong Pharmaceutical Group.
K&L Gates’ Greater China practice has been mostly active in M&A mandates in the past year. It is known for China-related inbound and outbound deals, and in acting for middle-market and emerging growth companies.
Key highlights include advising Cosco Shipping and Lianyungang Port Holdings Group in its acquisition of a dry port in Kazakhstan; advising Invesco Real Estate on the acquisition of a portfolio of core logistic real estate assets in China from e-Shang Redwood; and acting for a PRC fund on its acquisition of a 10% stake in PJSC Polyus, the largest gold producer in Russia.
Key clients of the firm include Cosco Shipping, Invesco Real Estate, Pamfleet, Johnson Controls International, Zhonghong Holdings, Iron Mountain and KaiOS Technologies.
King & Wood Mallesons (KWM) is a household name in China’s legal market. It is the only international firm that can practise PRC law, and that puts it in good stead for capital markets work, namely A-Share, H-Share, and panda bond transactions. The firm is also strong in private equity, finance, M&A, and structured finance and securitisation – especially in Korean cross-border ABS deals, cross-border auto loan securitisations and retail structured products.
KWM acts act for over 80% of the issuers in the unlisted retail structured products market including Bank of China, Credit Suisse, Bank of East Asia, DBS Bank, Hang Seng Bank, Industrial and Commercial Bank and UBS.
Some key highlights include advising Weichai Power in its 3.75% senior guaranteed perpetual capital securities issuance; advising Guangzhou Rural Commercial Bank in its HKSE IPO; and advising Orange Sky Golden Harvest Entertainment in the sale of its business to Nan Hai Corporation.
In the research period the firm bolstered its projects practice with the hires of partners Sam Farrands from Minter Ellison, and Donovan Ferguson from Ashurst.
Key clients of the firm include Morgan Stanley, Goldman Sachs, Credit Suisse, Baidu, Export-Import Bank of China, China Electric Power Equipment and Technology, and China Development Bank.
"Full service firm, providing services in a prompt and professional way." Banking and finance, M&A, Restructuring and insolvency, Capital markets
"Strengths: Specialists, fast reactions." – Capital markets
"Strengths include the width of the service coverage, availability of expertise in different areas, team work spirit." – Capital markets, Banking and finance
"Excellent." – M&A
"The team has a great network and insight into the Chinese markets. Their insights into Chinese lenders in particular has allowed us to tailor offerings in a more targeted manner." - Project development
"Helena has good drafting skills in both Chinese and English, and excellent knowledge of PRC laws."
"The lawyer values the relationship with us and can refer competent lawyers for different works."
"Michael is high quality and client-oriented."
Kirkland & Ellis is best known for its private equity practice (80% of its global corporate lawyers specialise in this practice) that is paired with a very strong private equity funds team. The firm also has a very strong restructuring and insolvency practice acting for bondholders, companies and banks, and a sponsor side leveraged finance practice.
In banking the firm has been advising Blackstone Capital Partners on the leveraged financing for its buy-out of Shya-Hsin; and advising JPMorgan on Yunfeng Financial Group’s acquisition of MassMutual Asia.
In capital markets the firm has been advised the underwriters in the NYSE listing of Qudian, which is the largest US IPO of a Chinese fintech company.
Private equity highlights include advising a consortium comprising Hillhouse Capital Management, Hopu Investment Management, SMG Eastern, Bank of China Group investment, and Vanke Real Estate in its acquisition of Global Logistic Properties (GLP), which is the largest ever private equity-backed takeover in Asia; advising Bain Capital in its investment in Axis Bank, which is one of the largest ever private equity investments in the Indian banking sector; and advising Chinese private equity firm Orchid Asia in the fundraising of Orchid Asia VII, which was oversubscribed.
In restructuring the firm kept busy advising commodities trader Noble Group in restructuring its financial liabilities.
The firm has strengthened in the past year by bringing in corporate lawyers Ram Narayan and Wanda Woo from Sullivan & Cromwell and Shearman & Sterling respectively, finance partner Jacqueline Zheng from Ropes & Gray, capital markets partner Meng Ding from Davis Polk & Wardwell, and funds partner Yue Zhang from Simpson Thacher & Bartlett. However, its capital markets team was hit by the departures of Henry Cheng to DLA Piper and Benjamin Su to Latham & Watkins, while it lost finance partner Doug Murning to DLA Piper.
Kirkland & Ellis goes from strength to strength in Asia-Pacific moving up into the top tier for private equity in Hong Kong. The firm also moves up in Hong Kong’s banking table, China’s foreign firms M&A table, and entered the rankings for real estate funds.
The firm’s impressive client roster includes names such as Bain Capital, JPMorgan, Morgan Stanley, Credit Suisse, Noble Group, Blackstone and Carlyle Group.
"K&E has lawyers with strong technical skills and a hard working ethic. Where appropriate it brings in expertise from US lawyers."
With its strong projects, M&A and capital markets practices, and its growing strength in private equity and leveraged finance, Latham & Watkins is really making its presence felt in Asia-Pacific. The firm has acted in seven HKSE and US IPOs in the research period, and has a further 16 IPOs in the pipeline at an aggregate of $7 billion.
In banking the firm has been advising Warburg Pincus Asia on a term loan facility to acquire ARA Asset Management.
In capital markets the firm kept busy in the past 12 months advising Bank of Gansu in its HKSE IPO; advising Jilin Jiutai Rural Commercial Bank in its HKSE IPO; and advising the underwriters in Best’s NYSE IPO.
The firm’s private equity practice has been busy advising on security, education, real estate, retail, healthcare, technology, transport, financial services, energy, and logistics mandates. For example, it advised Nord Anglia Education in its take-private by a consortium led by Canadian Pension Plan Investment Board and Baring Private Equity Asia. It also advised Carlyle on the disposal of its Korean portfolio company ADT Caps to a consortium led by SK Telecom of Korea and Macquarie’s Korean Opportunities Fund, which is one of the largest ever private equity exits out of Korea; and advised Hillhouse Capital Management and Goldman Sachs in its acquisition of a minority stake in Arrail Dental Group.
In M&A the firm has been acting for a subsidiary of China Energy Investment Group in the acquisition of a subsidiary of Manz, and the establishment of an associated joint venture with Manz and Shanghai Electric to develop solar energy panels and equipment utilising advanced CIGS thin-film solar energy technology.
Other highlights include advising the holders of Noble Group’s perpetual bonds against the proposed restructuring plan.
In this edition of IFLR1000, Latham & Watkins moves up a tier in the Hong Kong private equity rankings and in the China M&A foreign rankings.
In the research period the firm strengthened its capital markets team with the hire of partner Benjamin Su from Kirkland & Ellis, and started to build out its financial services regulatory practice with the hire of partner Catherine McBride from Deutsche Bank.
Key clients of the firm include Warburg Pincus Asia, Baring Private Equity Asia, Bank of China, Morgan Stanley, Goldman Sachs, Carlyle Group, and MBK Partners.
In Hong Kong and China, Mayer Brown is best known for its restructuring and insolvency, banking and debt capital markets practice where it is ranked highest. It has a strong high-yield practice and often represents trustees on bond issuances.
Key highlights in the past 12 months include advising creditor Maybank in relation to Pacific Andes’ restructuring; advising Indika Energy on its high-yield issuance of 5.875% senior notes due 2024; and advising Bank of China on a syndicated loan facility to Pace Ascend for the purpose of financing part of the consideration for acquisition of New Grade Investments from Greater Honour.
Other highlights include advising Asian Development Bank in financing to help China Water Affairs Group improve waste water management and increase people's access to a clean and reliable water supply in the PRC; advising Tsingtao Brewery in a stake sale by the Japanese brewer Asahi; and advising Risecomm Group Holdings in its HKSE IPO.
In the research period Mayer Brown JSM hired projects partner Hallam Chow from White & Case, but lost Xiangyang Ge and banking partner Joe Tam to Zhong Lun. In M&A it brought in Brian McKenna from Debevoise & Plimpton, but lost partners Mark Stevens to Berwin Leighton Paisner and Martin Robertson to Tiang & Co. The firm’s restructuring and insolvency practice brought in partners Kayal Sachi and Ian Roebuck from Allen & Overy, while its capital markets team lost partner Derek Tsang who left to setup his own private practice.
The firm’s client roster includes names such as Asian Development Bank, Silk Road Fund, Bank of China, Hang Seng Bank, HSBC, Tsingtao Brewery and TPG Capital.
In one recent development Mayer Brown JSM and PRC law firm Jingtian & Gongcheng terminated the formal association that the two firms established in 2015, however this has been supplanted by a global cooperation agreement that was agreed in July 2018.
“Very responsible law firm, especially important to newcomers to the market.” - Capital markets: Structured finance and securitisation
“Mayer Brown specialises in highly complex cross-border restructuring matters involving significant amount of capital, across multiple jurisdictions and numerous stakeholders. John Marsden and Tom Pugh are leaders in the restructuring field and provide exceptional service, they are always accessible and available. They listen first and talk second. This combined with superior technical and communication skills make them a stand out in the market. They work together as a team, are very pragmatic, have cool heads under pressure, excellent stakeholder management skills, and great working style.” - Restructuring and insolvency
“Strong firm with a deep bench of experienced practitioners. It has the international network necessary to be effective in this region.” - Restructuring and insolvency
"I have worked with Mayer Brown for the past two years in Hong Kong with the same team. I am very satisfied with the overall level of service." - Restructuring and insolvency
"The firm has professionalism and expertise." - Restructuring and insolvency
"It has strong commercial and technical ability, and appears to have an excellent culture within the restructuring team with John Marsden and Tom Pugh presenting a strong line up." - Restructuring and insolvency
“Tom is very knowledgeable in the restructuring space. He's very calm under pressure and provides sound and concise advice."
“Vincent is a very helpful lawyer and is always willing to help and share his best knowledge.”
MinterEllison in China and Hong Kong is best known for its mid-cap IPO expertise, M&A work, and projects practice.
Key highlights in the past 12 months include advising Innovax Capital as sponsor in the HKSE IPO of Mecom Power and Construction; advising Oriental Capital as sponsor in the HKSE listing of Jiangsu Innovative Ecological New Materials; and acting for Carnival Group International Holdings in its acquisition of a property development project in Beijing.
In the research period the firm lost projects partner Rebecca Silli who left for Tiang & Co, a firm in association with PwC Legal International.
Key clients of the firm include Somerley Capital, Dongxing Securities, Oriental Capital, China Harbour Engineering Company, China Railway Group, Carnival Group International Holdings and China Sandi Holdings.
In recent years Morgan Lewis & Bockius has expanded its footprint in Asia dramatically. In Hong Kong the firm has substantially improved its capacity in private equity and M&A alongside its equity capital markets practice.
The firm has a strong US client base in the life sciences, financial services and automotive industries. Highlights include advising Minsheng Education Group Company in its HKSE IPO; advising Sequoia Capital in the sale of Ele.me—China’s largest online food delivery platform—to Alibaba; and advising Warburg Pincus in the sale of Mobike—a smart bike-sharing platform—to Meituan-Dianping.
In this edition of IFLR1000, Morgan Lewis & Bockius enters the private equity rankings on the back of some impressive mandates.
The firm’s clientele includes names such as Warburg Pincus, Guotai Junan Capital, Sequoia Capital, GSR Capital, Bank of Jinzhou and China Hongqiao Group.
In Hong Kong and China, Morrison & Foerster excels in the equity capital markets, M&A and private equity where it is ranked highest. The firm also continued to build its fund formation expertise in Asia—especially in private equity and real estate funds with a number of associate hires.
Key highlights in the past 12 months include advising sole sponsor Bocom International in Luzhou Xinglu Water Company’s HKSE IPO; advising Global Logistics Properties (GLP) in its buyout and privatisation, which was the largest ever private equity acquisition of an Asian company; advising Ping An on the formation of Ping An Global Voyager Fund; and advising SoftBank as sole counsel in its investment into Xiaoju Kuaizhi (Didi), China's leading ride-hailing and mobile transportation platform.
In the research period the firm brought in corporate lawyer Yi Chen from an entertainment and media enterprise.
Key clients of the firm include SoftBank, Global Logistics Properties, Bocom International, China International Capital Corporation, Ping An, Tencent, and BlackRock.
From Hong Kong O’Melveny & Myers (OMM) is best known for its China and South East Asia private equity fund formation practice and secondaries market work. It is also active in M&A, capital markets, and financial services regulatory matters.
Key M&A, private equity and funds highlights in the past year include advising InfraRed NF China Holding in establishing the InfraRed NF China Real Estate Fund III; advising PAG Real Estate as lead participant in a consortium formed with a subsidiary of China Merchants Shekou Industrial Zone Holdings to purchase three office towers and associated retail facilities; and advising Hua Medicine—a drug developer in China focused on diabetes—in its Series D and Series E financing.
Other highlights include advising underwriters China Securities (International) Corporate Finance Company in the HKSE IPO of online game publishing company FingerTango; and advising JHL Biotech in its issuance of a $100 million convertible bond.
In the research period the firm brought in corporate partner Li Han from Shanda Group.
Key clients of OMM include PAG Real Estate, Hua Medicine, Axiom Asia Private Capital, GIC Private, eHi Car Services, China Securities Corporate Finance Company and Deutsche Bank.
“Very strong practice, with experienced lawyers and solutions-driven advice.” - M&A
“We have found OMM to be very impressive. Its in-depth knowledge of not just technical law but also the state of play in markets as well as its commercial nous has set it apart from other firms we have used. It is also very responsive.” - M&A
Paul Hastings is best known for its real estate work, particularly in real estate funds and financing. The firm also has a good portion of the IPO market and has developed good relations with Chinese banks.
Highlights in the past 12 months include advising ICBC International in its formation of a partnership with Sino-Ocean Capital for the acquisition of a large commercial real estate portfolio in China; advising a subsidiary of China Life in its formation of a joint venture with ElmTree Funds to acquire a US commercial real estate net lease portfolio; and advising SC Capital Partners in the formation of SC Core Fund, SC Capital Partners’ first core-plus private equity real estate fund.
In other highlights the firm kept busy advising Cosco Shipping Holdings in its external debt financing for its acquisition of Orient Overseas; advising the underwriters in Bank of Gansu’s HKSE IPO; and advising Ping An Trust in its acquisition of a minority interest in AutoHome, a leading automobile trading and information website, from Telstra.
In the research period the firm brought in corporate partner Jason Kuo from Troutman Sanders, but lost partners Douglas Freeman and Victor Chen to Goodwin Procter. Also the firm lost capital markets partner David Grimm.
Key clients of the firm include China Life, ICBC International, Guotai Junan Capital, Ping An Trust, SoftBank Vision Fund, Cosco Shipping Holdings and Yuzhou Properties.
Paul Weiss’ clear focus in Hong Kong and China is on private equity and M&A. It is ranked highest in private equity where its offices in Beijing and Hong Kong offers services in Chinese, Hong Kong and US law.
For example, the firm kept busy advising Asia-based private equity firm PAG in its investment in Joyson Safety Systems to fund the acquisition of Takata Assets; advising Ontario Teachers' Pension Plan in its investment alongside FountainVest Partners in The Pure Group; and advising KKR in the investment and launch of Cue & Co, a digital marketing company primarily for the Chinese market.
In the research period the firm boosted its practice with the hire of counsel Kit Mak from Ropes & Gray.
Key clients of the firm include KKR, Carlyle Group, Ontario Teachers’ Pension Plan, Morgan Stanley Private Equity Asia, Apollo Global Management, Tencent, and Didi Chuxing.
“Paul Weiss Rifkind Wharton & Garrison is a leading firm in the M&A, PE/VC areas. The partners and associates we have worked with have excellent technical expertise, can provide valuable advice and solutions beyond our expectation and can always meet our crazy deadlines.” – M&A
“Paul Weiss team is our "Ace" law firm and primary choice for our top deals. Partners such as Jeanette Chan, Judie Ng-Shortell are very responsive, dedicated and providing high-quality work products beyond expectation and as a client, I always know that we can count on them whenever we need. Personally they are very nice and friendly.” – Capital markets, M&A
"The partner, Betty Yap, gives real value add in transactions and is able to navigate difficult parties to come to resolution. It goes without saying that she has great technical skills and can see things from different angles. Paul Weiss runs its team leanly and efficiently while not letting things fall through the cracks." - M&A
With offices in China and Hong Kong and capabilities in Hong Kong, PRC, English and US law, Proskauer Rose is best known for its M&A, private equity, investment funds and regulatory work.
The firm’s M&A practice is known for its expertise in the entertainment and healthcare sectors. For example, it advised Formosa International Hotels Corporation in its sale of a 51% stake in the Regent Hotels and Resorts brand to InterContinental Hotels Group.
Proskauer Rose’s investment funds practice has acted for Schroder Adveq Management in its investment offering globally, including 30-plus primary investments, 20 co-investments, 15 secondary transactions, and 12 fund formations of commingled and separate managed accounts.
In other highlights the firm kept busy advising Mori Building Real Estate Investment Advisory in the acquisition by JR Kyushu of a service apartment hotel in Bangkok from the Thai Government Pension Fund; and advising PMI Foods in an ongoing investigation into a cross-border wire fraud case.
In this year’s edition the firm’s investment funds practice enters the private equity funds ranking in Hong Kong on account of its solid mandates and secondaries’ expertise.
Key clients of the firm include AccorHotels, China Jinmao, RRJ Capital, Haitong International, China Construction Bank International, Grand China Real Estate Fund and LGT Capital Partners.
Reed Smith has offices in Beijing, Shanghai and Hong Kong. In mainland China it operates as Reed Smith and in Hong Kong it operates as Reed Smith Richards Butler. The firm has been most active in public and private M&A in the past 12 months.
Highlights include advising China International Capital Corporation on the privatisation of Hong Kong listed Intime Retail; advising the same client on an offer for the shares of Sun Art Retail Group; and advising Group Sense in the acquisition of magnesium mining and production operations in China from Century Sunshine Group Holdings.
Key clients of the firm include China International Capital Corporation, CITIC Group, China Resources Group, China Shipping Group, Guangdong Group, Group Sense and Sinotrans.
“It has a dedicated, pro-active and knowledgeable team willing to go the extra mile for clients.” – M&A
Ropes & Gray is one among the US firms increasingly gaining traction in Hong Kong and China. The firm’s key focus is in private equity where it focuses on the high-end market in the funds space and lately in take-privates and co-investment deals. Its finance team’s strength is in sponsor-side leveraged finance—and increasingly in real estate financing. The firm is also developing repute in advising bondholders on restructuring mandates.
Key highlights from the past 12 months include advising Baring Private Equity on its sale—together with Shanghai-based Bright Food Group—of UK cereal brand Weetabix; advising Alibaba as co-leader, alongside Yunfeng Capital, in the all-cash buyout transaction to privatise Nasdaq-listed iKang; and advising the adhoc committee of bondholders in relation to Mongolian Mining Corporation’s restructuring of senior notes.
In the research period the firm brought in partner Jackie Kahng from Simpson Thacher & Bartlett to shore up its banking and finance practice.
Also, on account of its strong mandates, the firm moves up IFLR1000’s rankings in restructuring and insolvency and private equity funds.
Key clients of the firm include Alibaba, Baring Private Equity Asia, Bain Capital, TPG Capital, Goldman Sachs, Citic Capital and CMC Capital Partners.
Seyfarth Shaw is relatively new to Hong Kong having established its practice in mid-2017. It is primarily focused on equity capital markets and M&A work.
Highlights include advising HaiKe Chemical Group in its London Stock Exchange listing, which was the first Chinese chemical enterprise that went public with the Alternative Investment Market (AIM); and advising Hudson Global in the restructuring of its HK business and its global management buy-out.
In the research period the firm brought in corporate partner Raymond Wong from King & Wood Mallesons.
Key clients include HaiKe Chemical Group, Wei Zhi Automobile Boutique Company and Hudson Global.
“Seyfarth Shaw in Hong Kong are excellent. It is commercial, practical and responsive. In particular Raymond Wong and Jing Li are knowledgeable and we rely on its expertise daily to get what we need done.” – M&A
Shearman & Sterling is ranked highest in the capital markets where it employs English, US and Hong Kong law capability to advise on equity, debt and high yield capital markets transactions across Asia. The firm’s funds practice (among the few offering private equity and hedge funds expertise) and M&A practice are also gaining traction in the Hong Kong and China market.
In finance the firm is advising ICBC, Standard Bank and Africa Development Bank in the proposed financing of a 930MW coal fired power plant in Lamu County, Kenya.
In capital markets the firm has a strong focus in technology, healthcare and real estate. For example, it advised Bank of America Merrill Lynch, Morgan Stanley and China Merchant Securities on WuXi Biologics’ HKSE IPO, which was the first global biologics service provider to list in Hong Kong; and it advised Deutsche Bank, JPMorgan, Bank of China, UBS, ICBC, Standard Chartered Bank, Natixis and CCB on China Three Gorges’ euro-denominated green bonds issuance, which was the first euro-denominated green bonds issued by a Chinese company.
M&A highlights of the firm include advising the board of directors of NYSE-listed Zhaopin in its acquisition by SEEK International Investments, Zhaopin’s controlling shareholder, and Hillhouse Capital Group and FountainVest Partners, in a take-private transaction.
In the research period, the firm brought in corporate partner Li Chen in Beijing from Akin Gump Strauss Hauer & Feld, but lost capital markets partner Paloma Wang to Skadden Arps Slate Meagher & Flom.
The firm has an impressive list of clients that include Industrial and Commercial Bank of China, JPMorgan, Deutsche Bank, Goldman Sachs, Primavera Capital Group, Tianjin Tianbao Energy, and WuXi Biologics Holdings.
Shearman & Sterling is also looking to develop its leveraged financing capabilities in Asia and to this effect brought in counsel Kenneth Ching to its Hong Kong office from Allen & Overy in London.
"Strengths: Excellent experience, delicated working attitude, good timing arrangement, high efficiency."- Banking and finance
Simpson Thacher & Bartlett (STB) in China and Hong Kong is clearly focused on the equity capital markets, private equity and M&A work. The firm has one of the leading China fund formation practices in the market offering US and Hong Kong law capability, and it is trying to develop its leveraged and acquisition finance practice.
The firm has a strong reputation in US and Hong Kong IPOs; for example, advising underwriters in OneSmart Education’s NYSE IPO, and advising Zhenro Properties Group in its HKSE IPO and Regulation S offering.
In fund formation the firm goes from strength to strength advising Hong Kong-based Affinity Equity Partners on the formation of Affinity Asia Pacific Fund V, a pan-Asia focused fund that broke records by reaching a first and final closing at $6 billion in less than four months. STB also acted for Carlyle in the establishment of Carlyle Asia Partners V, a pan-Asia buyout fund expected to be one of the largest funds ever raised in Asia.
In M&A the firm acted in the largest foreign acquisition to date by a Chinese company when it rendered advice to China National Chemical Corporation in its acquisition of Swiss agrochemical and seeds company Syngenta.
STB moves up a tier in the Hong Kong M&A table and in the China foreign firms’ capital markets table.
Key clients of the firm include Deutsche Bank, Goldman Sachs, Advantage Partners, Blackstone, Carlyle Group, KKR, and JPMorgan.
STB has been trying to develop its leveraged finance capability in Asia and has relocated Makiko Harunari from its New York office to take up the role of Head of Asia Banking & Credit.
"It is commercial, pragmatic and efficient." – Banking and finance
"The firm has lawyers with multi-area backgrounds, who are energetic, versatile and resourceful." – Banking and finance, M&A
"Strong technical experience of senior partners. Trusted relationships built in many deals, and good development of junior team resources. STB has premier relationships with many of our most important clients, and as such, it frequently represent our clients, yet working with it is effective and efficient for us." – Capital markets
For some time M&A and private equity has been core to Skadden Arps Slate Meagher & Flom’s offering in Hong Kong and China. It routinely acts in high-end mandates, and is also a go-to issuer counsel for Asian companies involved in US IPOs. Of late, the firm has been looking to develop its funds capability so as to be able to complete the life cycle for private equity.
Skadden has advised on over 60% of the US IPOs out of China this decade and many have had a technology focus. For example, in the past 12 months, the firm kept busy advising iQiyi in its IPO of American depository shares (ADSs) on Nasdaq; advising ZhongAn Online P&C Insurance in its HKSE IPO; and advising China Literature in its HKSE IPO.
In the funds space the firm kept busy advising Hopu in setting up Hopu Fund III; acting for CITIC Private Equity in forming its China private equity fund III; and advising Asia Investment Capital in its Asia Investment Fund.
The firm has a reputation for advising Chinese companies acquire assets in the US and for large deals in the TMT sector in China. For example, it advised Internet Plus Holdings, a holding company created by Meituan and Dianping, in its acquisition of Beijing Mobike Technology, a bike-sharing firm.
In the research period the firm brought in funds partner Geoffrey Chan from Ropes & Gray, and capital markets expert Paloma Wang from Shearman & Sterling.
In this edition the firm has moved up a tier in the China foreign firms’ capital markets category.
The firm’s clientele includes big names such as Baidu, Didi Chuxing, Meituan-Dianping, Hopu Fund Management, FountainVest Advisors, Wynn Macau, and Bank of China.
Slaughter and May excels in M&A and the equity capital markets where it is known for its work on high-end mandates. It is a stable choice as counsel since the firm has no hourly or billing targets for its lawyers and takes a multi-specialist approach to develop well-rounded lawyers in a collegiate atmosphere.
In capital markets the firm has been advising Swire Properties on the first green bond issue by its subsidiary, Swire Properties MTN Financing.
M&A highlights in the research period include advising Alibaba Group Holding in its acquisition through subsidiary Taobao China Holding of an interest of 36.16% in Sun Art Retail, and advising Yuanta Commerical Bank on the Hong Kong regulatory aspects of its merger with Ta Chong Bank.
In the research period the firm relocated corporate partner Chris McGaffin from its London office, and it also strengthened its investigations practice with the hire of Wynne Mok, who was a director of enforcement at the Securities and Futures Commission (SFC).
Key clients of the firm include Swire Pacific, MTR Corporation, PCCW, Standard Chartered, HNA Group, Alibaba Group Holding and Standard Chartered Bank.
"Excellent." – Capital markets
"The firm is learned and professional." – Capital markets
"The firm's advice was very good and prompt." – Financial services regulatory
"Slaughters' corporate team in Hong Kong has become one of our group's trusted advisors. It is responsive and reliable and its insightful knowledge of the regulatory environment, particularly in Hong Kong, has been tremendously helpful. David Watkins, in partciular, deserves a special mention. His practical approach to deal structuring and risk management has provided great support to the in-house legal team." – Capital markets, M&A
"The firm delivers high quality legal services, which facilitate us to complete transactions smoothly. The partners who work with us have strong business accumen and a thorough understanding of our business and operations. As such, the team is capable of providing practical, comprehensive and useful legal advice. Furthermore, the team is responsive and good at transaction management." - Project development
Sullivan & Cromwell is focused on M&A and equity capital markets work, providing US and Hong Kong law advice to clients across Greater China and Asia-Pacific. It has worked on over $380 billion M&A transactions involving Greater China companies, and 80% of its capital markets work handled by its Hong Kong and Beijing offices involved Chinese companies.
Banking and finance highlights include advising China Mengniu Dairy in its term loan facility to finance the acquisition of China Modern Dairy Holdings; and advising Kazakh partnership Tengizchevroil on its project financing – the largest upstream oil industry project financing to date.
In the past 12 months, the firm’s capital markets team kept busy advising the underwriters in Zhongyuan Bank’s HKSE IPO; advising Foxconn Interconnect Technology in its HKSE IPO; and advising Alibaba Group Holding in its offering of senior unsecured notes, which was the largest corporate bond issue out of Asia in 2017.
In M&A and private equity the firm acted for PAG in its acquisition of Yingde Gases Group. It also acted for a consortium led by China Three Gorges that included Hubei Energy Group, ACE Investment Fund II and CNIC to purchase Peru's 456MW Chaglla plant.
Key clients of the firm include JPMorgan, Bank of America Merrill Lynch, Taiwan Cement Corporation, Alibaba Group Services, Morgan Stanley Asia, and Taikang Insurance Group.
Watson Farley & Williams in Hong Kong is a well-established practice with particular strength in the projects space and experience in banking and finance, capital markets, M&A and restructuring and insolvency.
In banking, the firm has deep sector expertise in maritime, transport, aviation, energy and oil and gas. A standout deal saw the firm advising Citibank on a syndicated senior loan facility for financing the acquisition of five new buildings by subsidiaries of CMB Financial Leasing. Elsewhere, the firm advised the Vietnam Trading Engineering Construction Joint Stock Corporation on financing the development of a Hong Phong 2, a solar power plant project in Vietnam.
In the projects space, the firm has a special focus on the energy and infrastructure sectors. Highlights include assisting InfraCo Asia Development with its investment in a solar project in the Ninh Thuan province in Vietnam and advising Phonesack Group on the development and financing of the Xekong 1 coal-fired thermal power project in the Xekong Province in Laos.
In restructuring, an interesting example saw the firm act for Credit Suisse on making amendments to facilities provided to subsidiaries of Brightoil group.
Key clients include Bank of China, ICBC Bank, China Merchants Bank, Santander Bank, Bank of Tokyo Mitsubishi UFJ, SCB, ABN AMRO, SMBC, Citibank, ING and BNP Paribas.
Weil Gotshal & Manges’ private equity practice has long enjoyed a market leading reputation as it only targets high-end mandates. Its finance team benefits from its corporate practice engaging in leveraged financing for sponsors and lenders.
For example it advised Baring Private Equity as part of a consortium including Canadian Pension Plan Investment Board on the take-private of Nord Anglia Education, which was one of the largest take-private transactions for an Asia-based company ever completed. It also acted for Shanghai Pharmaceuticals Holding, one of China’s largest pharmaceutical firms, in its acquisition of the China distribution business of US-based Cardinal Health, which was one of the largest healthcare transactions in Asia in 2017.
In the past year the firm was hit by the retirement of M&A partner Akiko Mikumo after 35 years at the firm to become an advanced leadership initiative fellow at Harvard University. The firm was also hit by the departures of private funds partners John Fadely and Albert Cho who left for Gibson Dunn & Crutcher.
So while the firm has moved down in the private equity funds table, it has moved up a tier in banking as its leveraged finance capability acts as a hub for its network of Asian offices.
Key clients of the firm include Baring Private Equity Asia, Anchor Equity Partners, Hillhouse Capital, Shanghai Pharmaceuticals, HNA Group, Advent International, and Alibaba Group.
"Work primarily with Charles Ching. Strong communicator, commercially-minded, knowledgeable about the law, responsive/easy to track down." - M&A
Winston & Strawn is a corporate law firm that advises on capital markets, M&A and private equity work.
Highlights include advising Synaptics in its acquisition of equity interests of Conexant Systems, a company providing audio and voice processing solutions for smart home technologies; advising Love Foundation in the formation of its charitable organisation, which marks the start of its mission to support humanism and left-behind children in China; and advising Nasdaq listed China Automotive Systems in its privatisation transaction.
The firm’s corporate team has been hit with some departures in the research period with partners Mabel Lui, Daniel Tang and Polly Chu leaving for Withers, and partner Matthew Durham departing for Simmons & Simmons.
Key clients of the firm include Synaptics, Love Foundation and China Automotive Systems.
In Hong Kong, Withers has expanded its corporate capabilities in handling M&A, joint ventures, IPOs, corporate restructuring, private equity, and real estate matters.
Highlights include advising Gossip Daily on the acquisition of Next Magazine, Sudden Weekly, ME! and Next + One in Hong Kong and Taiwan; advising WPP on its acquisition of a majority stake in ARBA Holdings; and advising Paulton Global—a subsidiary of Fosun Property Holdings—on the acquisition of Coastline International from Armada Holdings.
In the research period the firm hired corporate partners Mabel Lui, Daniel Tang and Polly Chu from Winston & Strawn, and partner Mike Suen from DLA Piper.
Key clients of the firm include Fosun Property Holdings, Gossip Daily, WPP, Shun Ho Property Investments, China Mining Resources Group, China Sanjiang Fine Chemicals and UNIR Management.
“Withers is very professional, knowledgeable and responsive. It gives feedback even late at night, and can travel on a moment’s notice.” - M&A, Banking and finance
Woo Kwan Lee & Lo is an independent law firm with two offices in Hong Kong and one in Beijing. It has been primarily active in equity capital markets and M&A work.
Highlights include advising Kiddieland International in its HKSE IPO; advising Hopewell Holdings in its disposal of a 66.69% stake in Hopewell Highway Infrastructure (HHI); and advising HHI as offeree under the unconditional mandatory cash offer by CLSA—on behalf of Shenzhen Investment International Capital Holdings Infrastructure—to acquire shares of HHI from other shareholders.
The firm also acted for Tianjin Port Development Holdings in relation to an assets restructuring with Tianjin Port Holdings.
Appleby has a solid practice in Hong Kong and is best known for its work in the HKSE offshore IPO market, but it has been developing its restructuring practice. It is also the only offshore firm that covers eight of the key offshore jurisdictions in Bermuda, the British Virgin Islands (BVI), the Cayman Islands, Guernsey, Isle of Man, Jersey, Mauritius, and Seychelles.
Highlights of the firm in the past 12 months include acting as Cayman counsel for BGMC International in its HKSE listing, acting as Cayman counsel for Transtech Optelecom Science Holdings listing on the HKSE’s Growth Enterprise Market (GEM); and advising the creditors of Bumi Resources on its global debt restructuring from a Cayman law perspective.
In the research period, the firm lost partner Maggie Kwok to fellow offshore firm Harneys.
Key clients of the firm include China Everbright Greentech, BGMC International, Transtech Optelecom Science Holdings, China Development Bank Corporation, Global Sources, Shandong Gold, and China Metal International Holdings.
"Responsive and helpful." – Banking and finance
"Appleby has consistently provided services which have exceeded its peers. It's responsive to clients' needs and turnaround is quick." – M&A, Capital markets, Investment funds, Restructuring and insolvency
"It's quick, responsive and knowledgeable." – M&A, Banking and finance, Restructuring and insolvency
Campbells is a Caribbean firm that is relatively new to Hong Kong having opened up its office three years ago. The firm practices Cayman Islands and British Virgin Islands law.
Highlights include advising Chinese private equity company GSR Capital in the acquisition of Nissan's rechargeable electric battery business; advising Capital Square Partners in establishing a Cayman Islands private equity fund structure, which acquired ESM Holdings Mauritius from AGC Holdings Mauritius; and acting as British Virgin Islands counsel to China SXT Pharmaceuticals in respect of its listing on NASDAQ.
In the research period the firm brought in partner Ashley Davies from rival offshore firm Walkers.
Key clients of the firm include GSR Capital, Capital Square Partners, ADM Capital, China SXT Pharmaceuticals and Aptorum Group.
Conyers Dill & Pearman is one of the strongest offshore firms in Hong Kong where it is best known for its M&A and capital markets work. The firm has a 62% share of the Hong Kong IPO market, and has acted in over 75% of the major offshore M&A deals for over 15 years.
Capital markets highlights in the research period include advising FIT Hon Teng in its HKSE IPO and advising Qudian in its NYSE IPO.
In M&A the firm has been providing Cayman Islands legal advice to Trina Solar in its take-private transaction.
In the research period the firm relocated corporate and funds partner Peter Ch’ng to its Hong Kong office from Bermuda.
Key clients of the firm include China Unicom, Qudian, Wharf Real Estate Investment Company, Trina Solar, Bloomage BioTechnology Corporation, C-MER Eye Care Holdings, and Agile Group Holdings.
"It has great coverage of all the main offshore jurisdictions that we usually come across. The quality of work is generally good and consistent." – Banking and finance
"Responsive and high quality." - Investment funds
"Conyers always provides reliable and timely work. All Conyers' legal professionals I have worked with are helpful and friendly." – Capital markets, M&A
"Satisfactory quality at a reasonable price." - Capital markets
"The firm is deeply experienced and knowledgeable in the privatisation of Hong Kong listed companies by way of Cayman or BVI scheme of arrangements as well as statutory mergers. It is able to provide clear advice right from the start. I have encountered both David Lamb and Richard Hall and both are very capable. In particular, David Lamb is very knowledgeable in this field. The associates I worked with are very knowledgeable and responsive. In particular, I worked with Charissa Ball before and unlike other typical offshore lawyers who stop responding after 6pm, Charissa replied very quickly to urgent questions despite it being late in the night. Based on my experience with Conyers, overall it has very good time management in that it prepares the relevant papers early upfront and provides timely reminders. It is very reliable." – M&A
Harneys strategy in Asia has been one of growth for a few years now and that has resulted in it having the largest offshore legal team in Hong Kong. Its office in Shanghai also became the first fully operational offshore legal and fiduciary services firm in the PRC. The firm’s corporate and funds practice is growing fast, while its finance team continues to strengthen.
Key highlights for the firm in the past 12 months include rendering BVI and Cayman law advice to Kaisa Group Holdings regarding the exchange offer for its existing series A, B, C, D and E notes into senior notes, and its concurrent issuance of new senior notes; acting as Cayman counsel to Deutsche Bank in the financing for the acquisition of Takata Corporation by Key Safety Systems; and acting on a Cayman fund, namely, SMG Acquisition Fund.
In the research period the firm brought in partner Maggie Kwok from Appleby, but lost partner Matt Roberts who went to Maples and Calder.
Key clients of the firm in Asia include Kaisa Group Holdings, Deutsche Bank, HSBC, BOC International, Bank of China, Hong Kong International Construction Investment Management Group, and China CR Capital.
"Harney's China team led by Kristy Calvert is responsive to client's needs and maintains good quality." Banking and finance, M&A
Maples and Calder has long been known as a leading offshore firm in Hong Kong, and this year it marked up more landmarks such as the largest-ever venture fundraising round in Southeast Asia, the second largest HK IPO in history and the biggest tech IPO, and the largest bond issue in Asia from a non-bank issuer.
With a real technology focus, highlights include acting as Cayman Islands counsel to Tencent-owned China Literature in its HKSE IPO; acting as Cayman Islands legal counsel to Didi Chuxing in a major round of investment in Grab alongside SoftBank; and acting again as Cayman counsel in Alibaba Group Holding’s offering of senior unsecured notes, which was the largest bond issue in Asia from a non-bank issuer.
There have been movements in the research period with partner Matt Roberts joining the firm from Harneys, and partner Everton Robertson joining from Travers Thorp Alberga. Partner Richard Grasby left the practice for Charles Russell Speechlys.
Key clients of the firm include Alibaba Group Holding, Didi Chuxing, Baidu, AYC Finance, Wuxi Biologics, and Zhaopin.
"It is always responsive and provides advice that is both legally and commercially sound." – Investment funds
Offshore law firm Mourant Ozannes is best known in Hong Kong for its financing—especially acquisition and asset finance—practice and M&A and private equity. More recently the firm has been building up its restructuring and insolvency capacity.
Highlights include advising Goldman Sachs in connection with the financing of Platinum Equity's take-private of Fisher Tech; advising China Vanke on its participation in a consortium to take-private Global Logistic Properties, which was Asia's largest ever private equity buyout; and advising Gaw Capital Advisors on its acquisition of a portfolio of real estate properties from Link Real Estate Investment Trust.
Key clients of the firm include Goldman Sachs, CSIC Leasing, I Squared Capital Advisors, China Vanke, United Overseas Bank, Gaw Capital Advisors and Haitong International New Energy IX.
Of late the firm has also made strategic investments in information security to protect the client data in its possession. It has made this a priority and by integrating an information security management system based on ISO 27001.
“The team at Mourant Hong Kong stand out for its quality, responsiveness and ease to work with.” - M&A
Offshore firm Ogier has a strong Mandarin speaking team working on China focused deals and is specialised in British Virgin Islands (BVI) and Cayman Islands law.
In the research period, the firm has been busy acting as BVI legal counsel to Xinhu Holding Company on its 6% guaranteed senior notes issuance due 2020, which was the largest debut high-yield bond issuance by a PRC company in over five years; acting as Cayman Islands law counsel in the privatisation by Taiwan Cement Corporation and TCC International of TCC International Holdings by way of a Cayman scheme of arrangement; and advising New World Development Company, as Cayman Islands counsel, on the launch of C Ventures, an investment fund that targets millennial and Gen Z-focused brands and services in China.
Key clients of the firm include Xinhu Holding Company, TCC International, JSR Corporation, Power Construction Corporation of China, Nomura Bank, and Adamas Capital Partners.
"Anthony Oakes is highly knowledgable, responsive and great to work with." – Banking and finance
"The firm offers high quality and timely advice." - M&A, Capital markets
"I enjoyed working with Anthony Oakes who is practical and responsive. He is also reasonable with fees." – Banking and finance
"I primarily work with Kate Hodson and I find Kate and her team excellent. The team is very responsive and technically very good." - Investment funds