Advanced Micro Devices
Credit Suisse Group
General Electric Company
General Mills
International Data Group
JP Morgan Chase & Co.
Merck & Co.
UBS AG
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Hong Kong
O'Melveny is recognized as one of the leading international law firms in China, with a practice covering a broad range of industries, clients, and matters. We offer a unique combination of Chinese local know-how and international law firm excellence. We pride ourselves on the fact that our China practice operates as a single large integrated operation rather than as three separate offices. Client matters are staffed across offices depending on the expertise needed for the project and our staffing availability. Our China operations are also closely integrated with China practice groups located in our United States, Japanese, and European offices. We have more than 100 professionals in our China Practice, including 16 partners and a large group of talented counsel, associates and legal consultants with diverse backgrounds and experience. Unlike many other international law firms, we have chosen to locate most of our China practice attorneys and consultants on the ground in mainland China. Most of our lawyers in mainland China speak fluent Chinese and are experienced international lawyers, having practiced both inside and outside China. They are either Americans or other foreign nationals who have moved to China to make their legal careers, or native Chinese who have studied law abroad and returned to China to practice. Our legal consultants are graduates of some of the finest Chinese law schools. We have offices in Shanghai, Beijing, and Hong Kong, the key commercial centers in China. Our Shanghai office is the largest international law firm office in that city, and is our largest office in Asia. Our Beijing office, licensed in late 2002, is a substantial size and enjoys a vibrant practice. Our Hong Kong office practices Hong Kong law and US law and serves many of our international financial institution, investment fund, and other clients operating in China and Southeast Asia.
Hong Kong continues to be one of the most important global financial centers and, with Tokyo, is a leading financial centre in Asia, attracting the vast majority of Chinese issuers seeking to raise foreign capital on overseas markets. O'Melveny was one of the first -- and remains one of the few -- US law firms licensed to practice Hong Kong law. Our lawyers in Hong Kong include Hong Kong solicitors and attorneys licensed to practice in the United States, England, Australia, and Singapore. Almost all of our Hong Kong-based lawyers, in addition to being fluent English speakers, are fluent in Mandarin Chinese and, in several cases, Cantonese Chinese and are natives of Hong Kong, the P.R.C., the United States, the UK, Singapore, and Malaysia. In Hong Kong, we handle a diverse range of significant and complex local and international corporate transactions, including initial public offerings of securities in Hong Kong and the United States, mergers and acquisitions of private and publicly traded companies, private equity and venture capital investments, transactions involving distressed equity assets and non-performing debt, and transactions involving foreign direct investment in China. We also represent a number of Hong Kong-listed companies and advise them on compliance with Hong Kong law and regulations, in addition to assisting them with their business transactions. More recently, we have worked on several of the most significant and publicly best-known transactions involving information technology companies in China. We also worked on the first public auction of non-performing state bank loans in China to foreign purchasers. In that transaction, we represented a Morgan Stanley consortium in its acquisition of non-performing loans (NPLs) from China Huarong Asset Management Corporation with a book value of US$1.3 billion. This was the first international auction of a NPL portfolio in China and marked the opening gun for foreign investment in China's distressed asset sector and an important step in the reform of China's banking system.
Key Facts
- We have strong China Practice connections with each of our US, Japan, and European offices. These are lawyers who specialize in China-related work, facilitating global coverage for cross-border undertakings. Examples include our group of lawyers resident in Silicon Valley who handle corporate, IP, and securities litigation work for China-related companies, our Japanese bengoshi stationed in Shanghai to serve Japanese clients in China, and our English and Hong Kong solicitor in London advising Chinese clients on UK and European transactions.
- We maintain a substantial library of reference books, precedents, research memoranda, legal clipping and other materials on Chinese legal and economic developments, which we update on a continuous basis. Through our presence and contacts in China, we follow changes and developments in the regulatory and business environment that may affect our clients on a day-to-day basis.
- Our China offices regularly publish in-depth research reports on areas of current interest in Chinese law, entitled "Topics in Chinese Law", and a bulletin of recent Chinese laws and regulations entitled "The O'Melveny China Law and Policy Digest". Both are made available free of charge to our clients.
- Most of our lawyers are fluent in Mandarin and other Chinese dialects and have extensive experience in the Chinese legal and business environment.
- We are skilled in the reconciliation of Western and Chinese legal concepts and the preparation of dual-language documentation required for transactions in China. We are also able to deploy teams to conduct due diligence on Chinese language documents and to negotiate transactions in Chinese where appropriate. We have a dedicated team of professional translators experienced in legal terminology.
- We are able to produce Chinese and English language documents both in our offices and at the negotiating site and to transmit documents throughout our network of offices. This enables us to operate in the most remote locations throughout China efficiently and in real-time.
- Our team's years of experience in China have produced a rich accumulation of contacts in government and legal circles throughout the country, which can be tapped to meet the needs of our clients' business activities.
- To augment the resources of our China team, we maintain close working relationships with local law firms throughout China. These relationships enable us to provide rapid, comprehensive service and advice to our clients.
Related Services
- Private Equity, Buyout, and Venture Investments
We represent many of the most active private equity and venture capital firms operating in China. We have substantial experience in all stages of private equity, including fund formation, early stage and late stage equity investments, buyouts and mezzanine financings. Our experience includes international tax and structuring capabilities to facilitate our clients' investment and exit objectives. We also represent many portfolio companies with respect to their financing and exit transactions (M&A and IPOs). We have partners focused on this practice area in our Beijing, Hong Kong, Shanghai, and Silicon Valley offices.
- Foreign Direct Investments
Our China Practice has a long history of representing multinationals and financial investors with respect to their foreign direct investment projects in China. These have included establishment of joint ventures and wholly foreign-owned enterprises in virtually every sector open to foreign investment in China. We counsel clients with respect to their market entry strategies in China in light of WTO liberalizations, structuring their investments in China, operational matters, and exit transactions. In many cases, we have helped clients with complicated control issues for minority investments, opening up legal avenues for participating in regulated industries and creating structures to facilitate financings.
- Corporate Finance and Securities Offerings
- Mergers and Acquisitions
We represent many strategic and financial investors with respect to their M&A activities in China and globally, spanning a broad spectrum of sectors and industries. We have also represented many companies, both international and domestic, on the seller side with respect to such transactions.
- Distressed Asset Transactions
We represent some of the leading distressed asset investors with respect to their debt and equity acquisitions in mainland China and Hong Kong. These have included both auction transactions with Chinese asset management companies, acquisitions of assets from Chinese banks, representations of Chinese banks on sell-side transactions, and individual hard asset, asset transactions. We have extensive experience with respect to due diligence of Chinese distressed assets, structuring of distressed asset acquisitions in China, tax issues, and related matters.
- Representations of Foreign Financial Institutions in China
We represent a broad range of foreign financial institutions in China, including commercial banks, insurance companies, securities firms, asset management firms, and other institutions. We have helped them with their financing transactions, market entry strategies, and establishment of representative offices, branch offices, strategic investments and joint venture entities in China.
- Business Tax
We help clients develop innovative tax solutions to optimize their tax position. We are one of the few international law firms with Chinese and international tax capability. A number of professionals in our China Practice concentrate on tax matters. In addition to corporate tax matters, our tax capabilities include significant non-corporate tax matters such as indirect taxes, VAT and business tax, customs, and individual income tax planning for high net worth individuals. As a result, we are able to provide clients with tax advice that synthesizes complicated foreign country and Chinese tax issues, including the interaction between preferential Chinese tax policies and foreign country rules for taxation of their residents' overseas operations. Typical issues involved include developing a net tax efficient investment structure, tax treaty planning, availability of foreign tax credits, obtaining deferral, and minimizing withholding taxes.
- International Arbitration
We have one of the leading dispute resolution practice in China, including investment and trade disputes. Attorneys in our China offices have served both as arbitrators and as counsel under the rules of all the leading international arbitration organizations and have represented foreign parties in numerous China-related arbitrations, including arbitrations before the China International Economic and Trade Arbitration Commission. We frequently work with local counsel in litigation in the Chinese courts. We have also assisted both Chinese and foreign clients in several complex disputes that involved simultaneous, inter-related litigation or arbitration in China, Hong Kong, Singapore, the UK, and the Caribbean.
- Entertainment, Sports and Media
We advise clients with respect to the development, financing, distribution and licensing of films and television programs in China and Hong Kong, and of Chinese films and television programs abroad. We have also advised leading regional television companies with their listings and private equity financings. We have advised international entertainment companies with respect to their cinema and audio-visual product manufacturing projects in China.
- Intellectual Property and Technology
We represent a variety of hi-tech companies, both hardware and software, with respect to their legal matters in China. We are particularly familiar with the government incentives offered to hi-tech projects, and the special regulatory regimes and intellectual property protection measures that are applicable to such companies. We have counseled clients on numerous technology licensing transactions in China. We are familiar with the potential remedies available for infringement of intellectual property rights.
- Project Development and Infrastructure
- Trade Law and Policy
We have successfully represented many Hong Kong and Chinese exporters in U.S. antidumping cases; have advised exporters from the United States, Japan, and Russia in Chinese antidumping and safeguards investigations; and have advised many clients on the obligations undertaken by China when it entered the World Trade Organization. Our attorneys have authored the only comprehensive book on China's trade law practices, as well as numerous articles in professional journals. We work with our well-known international trade lawyers in our Washington, D.C. and Los Angeles offices on the full range of WTO issues that apply to China.
- Real Estate
We represent a variety of developers, financiers, purchasers and managers with respect to real property projects in China. We have developed a particular expertise with respect to the acquisition of distressed real estate assets. We have represented lessors and lessees in a variety of lease contract negotiations.
- Management and Franchise Contracts
We counsel hotel chains, restaurants, school systems, and other service companies with respect to numerous management and franchise contracts in China. We have devised creative solutions to issues relating to trademark licensing, royalty arrangements and off-shore tax and holding structures.
- China Market Entry and Regulatory Matters
We advise many multinational companies on the best strategy and structure for their market entry in China, particularly in light of China's WTO commitments and China's regulatory regime for foreign investment. We have a great deal of experience with the applicable regulatory regime and policy for many industries and types of transactions.
O'Melveny & Myers LLP is a limited liability partnership organized and registered under the laws of the State of California. A list of the names of the partners and their professional qualifications is open to inspection at any of its offices. Our professionals in our London and Hong Kong offices practice through local entities --- O'Melveny & Myers, a multinational partnership, in London, and O'Melveny & Myers, Solicitors in Hong Kong. Unless otherwise stated, lawyers in our offices in Japan, China and Europe are not solicitors or licensed as local lawyers in the jurisdiction in which their office is located.
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31st Floor, AIA Central
1 Connaught Road Central
Hong Kong
S.A.R.
Phone +852-3512-2300
Fax +852-2522-1760
Local Time: 2:03 PM
Local Date: 11/21/2009
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