China’s Leading M&A Law Firms

Tier 1

With offices in Beijing and Shanghai, Baker & McKenzie has maintained a presence in the PRC since 1993. The firm has 15 partners in China, in the past year, Marco Marazzi and Jennifer Chen were appointed partners.

Baker & McKenzie played a key role last year in an M&A deal of ArcelorMittal's 28% stake in China Oriental Group for US$647 million. In January 2008, the deal was voted as one of the top 10 most influential M&A bids in 2007 by the China Mergers and Acquisitions Association.

Freshfields Bruckhaus Deringer has two offices in the PRC jurisdiction. The firm has a total of six partners in its Beijing and Shanghai offices. Recently, Antony Dapiran, Beijing-based senior associate, has been appointed to the partnership. Calvin Lai recently joined the firm as partner.

One of the significant M&A deals that Freshfields Bruckhaus Deringer advised on was the deal between Smart Triumph and China Oriental Group. The firm advised China Oriental Group on an M&A offer by Smart Triumph. The firm also advised their client on a strategic stake sale to ArcelorMittal. Other notable deals included advising GE Capital on its joint offer with CITIC Group for the privisation of Asia Satellite Telecommunications, and Hutchison Telecom on the sale of its 67% interest in Hutchison Essar to Vodafone.

With offices established in Shanghai and Beijing, Linklaters has Zili Shao as the head of its corporate and M&A practice in the PRC. The firm recently added two new partners, Simon Poh and Thomas Ng, in the Shanghai and Beijing offices respectively.

Linklaters was involved in several significant deals in the past year, including Industrial and Commercial Bank of China's US$5.5 billion strategic acquisition interest in Standard Bank Group; Hony Capital Fund's US$100 million acquisition with LEV Ventures; Banco Bilbao Vizcaya Argentaria of Spain's €501 million (US$782 million) acquisition of a 5% stake in China CITIC Bank.

With an office already established Beijing, Shearman & Sterling last year expanded its China practice by opening a new office in Shanghai. The firm now has 12 employees and two partners in China.

Shearman & Sterling worked with Trust-Mart on its sale to the Wal- Mart Stores as well as China Minsheng Bank on its investment in UCBH and China Mobile Communications Corporation on its purchase of an 88.86% stake in Paktel from Milicom Pakistan B.V.

Slaughter & May's key clients in the M&A practice area include Morgan Stanley, Goldman Sachs and China CITIC Group. Led by Richard Thornhill, Neil Hyman, Benita Yu, George Goulding, Jason Webber and Lisa Chung, the firm has represented China CITIC Group on at least two major deals including its connection with the sale of a 50% indirect equity shareholding in JSC Karazhanbasmunai to affiliates of JSC KazMunayGas Exploration Production for US$875.5 million. They also advised CITIC Group in relation to the sale of its indirect interest in 50% voting rights in JSC Karazhanbasmunai to CITIC Resources for approximately US$1 billion.

Tier 2

Allen & Overy has an office in both Shanghai and Beijing. The firm's head of Asian practice is Brian Harrison, with Simon Black and Peter Thorp partners at the Shanghai and Beijing offices respectively. One of the most significant cases that Allen & Overy worked on was the advising Fortis in relation to its global asset management partnership with Ping An Insurance.

Clifford Chance has two offices in the PRC. Their Beijing office was established in 1985 and the Shanghai office opened in 1993. Together both offices have six partners and total of 124 employees in China. In October last year Bruce Schulberg joined the China finance team in Beijing as partner.

Led by Rupert Li and Kathy Honeywood, Clifford Chance last year advised Aluminum Corporation of China on the acquisition of 12% of Rio Tinto. The firm also advised CVC Asia Pacific on its US$225 million acquisition of a 29% interest in tradable A-shares in Zhuhai Zhongfu Enterprise. The deal was led by Andrew Whan.

Another significant deal Clifford Chance advised on was Telefónica Internacional S.A.U. on agreements to acquire an additional 2.22% stake in China Netcom. Cherry Chan, Alison Lindsay and Rupert Li were the partners involved.

Herbert Smith has an office in both Beijing and Shanghai. The firm now has six partners and a total of 80 employees. In 2007, the firm advised on the management buyout and mandatory takeover offer for Digital China Holdings, as well as the first major overseas acquisition by a Chinese clothing manufacturer advising Youngor Group in relation to the US$120 million acquisition of a 100% interest in Xin Ma Apparel International and Smart Apparel Group from Kellwood Company).

Jones Day's offices are located in Beijing and Shanghai. The firm now has six partners in its two PRC offices and 120 lawyers, with two new M&A partners joining the Beijing and Shanghai offices. The firm last year advised CITIC Resources on its US$1 billion acquisition of Renowned Nation, while assisting Guangzhou Pharmaceutical Company on a US$75 million sale to Alliance Boots and Beijing Med- Pharm Corporation.

O'Melveny & Myers has 82 fee-earners and seven partners in the PRC with offices established in Shanghai and Beijing in 1996 and 2002 respectively. The firm has expanded its China practice by adding eight associates last year joining from Schulte Roth & Zabel; Kirkpatrick & Lockhart Nicholson Graham; Baker & McKenzie; Shook, Hardy & Bacon; Vinson & Elkins; Edwards Angell Palmer & Dodge and Fried, Frank, Harris, Shriver & Jacobson.

O'Melveny & Myers represented Allyes Information Technology in its definitive agreement to be acquired by Focus Media for US$300 million. It also assisted Shangdong Weigao Group Medical Polymer Co in the issuance and sale of equity to Medtronic. The firm's key clients include China Real Estate Opportunities, International Game Technology and Cisco Systems.

Paul, Hastings, Janofsky & Walker has 14 partners in China. With offices established in Shanghai and Beijing, the firm appointed Adam Kearney and Milton Chou as M&A-related partners, and Alex Wang and Karen Tang as real-estate-related M&A partners. The firm last year acted for China COSCO in its US$4.6 billion acquisition of the different subsidiaries of China Ocean Shipping (Group). Other notable deals include: Wal-Mart's acquisition of 35% interest in Bounteous Company and Shineway Industry Group in corporate restructuring.

Skadden, Arps, Slate, Meagher & Flom recently opened an office in Shanghai, which is headed by corporate partner Greg Miao and real estate partner Ed Sheremeta. Apart from Shanghai, the firm also has an office in Beijing with a total of four partners in the PRC.

Skadden represented Central SAFE Investments in the placement of US$3 billion of China's foreign exchange reserves. The firm also acted for China National BlueStar (Group) in its US$600 million sale of a 20% stake to the Blackstone Group.

Slaughter & May's Hong Kong office was established in 1974. The firm provides legal services involving Hong Kong, the PRC and across the Asia region. Slaughter & May last year represented Morgan Stanley Dean Witter Asia on an acquisition by Fortis of a stake in Pacific Century. The firm also assisted Moody's Corporation on the acquisition of PT Kasnic Credit Rating Indonesia.

Both Robert Chu and Chun Wei are the partners in Sullivan & Cromwell's Beijing office. The firm now has 18 employees in the Beijing office. China Investment Corporation's US$5 billion investment in Morgan Stanley was one of Sullivan & Cromwell's most significant deals in Asia in the past year. Led by Michael DeSombre, Wei Chun and William Chua, the firm also represented Barclays in the US$3 billion acquisition by China Development Bank.

Other deals include: China Investment Corporation's US$5 billion investment in Morgan Stanley and China Huaneng Group's US$4.24 billion acquisition of Tuas Power.

Weil, Gotshal & Manges has one Shanghai office in the jurisdiction of PRC. The firm has seven partners and 40 employees. Last year, the firm acted as a global counsel to General Electric on the proposed disposition of its plastics business to Saudi Basic Industries Corporation for US$11.2 billion

Tier 3

Allens Arthur Robinson has offices established in Beijing and Shanghai. The firm's leading partners in China are Seamus Cornelius and Campbell Davidson who are both M&A specialists.

Cleary Gottlieb's Beijing office has a total number of 16 employees with Fillip Moerman as a partner and Wu Niping as counsel at the firm.

Last year, the firm was involved in a significant M&A deal by representing Newbridge/TPG Asia and Affinity in a US$1.6 billion semiconductor services company acquisition. Cleary Gottlieb also represented Potash Corporation of Saskatchewan in an additional investment of US$175 million in Sinofert, and Newbridge Capital in its investment of more than US$200 million in China Grand Automotive.

Gide Loyrette Nouel has a Beijing and a Shanghai office in the jurisdiction of PRC. The firm has 120 employees (excluding Hong Kong) and nine partners, including Yan Lan, Hubert Bazin, Guillaume Rougier- Brierre, Stephane Vernay, David Boitout, Han Qimeng, Li Hua, Warren Hua and Huang Zhen. Warren Hua was elected as one of the nine new worldwide partners. His practice focuses on banking and finance law, project finance, M&A and dispute settlement.

One of the significant deals that the firm was involved in was the SEB International's US$483.7 million acquisition of a controlling stake of Zhejiang Supor Cookware. This was one of the first direct acquisitions of a PRC listed company by a foreign company, and the first direct acquisition of a controlling interest in an A-shares listed company. It was also one of the first anti-monopoly investigations cleared by the MOFCOM.

Established in Hong Kong in 1994 and in Shanghai in 2005, Latham & Watkins has been growing in size with two partners recently promoted as well as five new associates.

Latham & Watkins's M&A team is composed of three leading partners - David Zhang, John Otoshi, and Rowland Cheng. CGEN Digital Media, The Carlyle Group, and The9Limited are the firm's main M&A clients.

Lovells has an office in Beijing as well as Shanghai and has six partners and around 120 employees in total. The firm promoted Horace Lam, an IP specialist, to partner and had Fred Chang recently joined from White & Case as partner. While Eugene Chen joined the Shanghai office from the US and Kirstie Nicholson, an expert in competition law, joined the firm from the Brussels office.

One of the notable deals the firm advised was their representing Alstom on the approximately Rmb330 million (US$47.2 million) acquisition of a 51% shareholding stake in Wuhan Boiler. Lovells also acted for Jana Partners in its acquisition of a 30% equity interest in Shenyang Machine Tools Group.

Morrison & Foerster established its Beijing office in 1998 and became one of the first international law firms to receive approval from the PRC Ministry of Justice to open a second office in Shanghai in December 2002. The firm opened its Shanghai office in 2003. The firm represented China International Marine Containers in its US$145 million acquisition of Enric Energy Equipment.

Paul, Weiss, Rifkind, Wharton & Garrison's Beijing office was established in 1981. The firm has Jeanette Chan, John E “Jack” Lange and Greg Liu as partners and over 50 legal and non-legal staff. Liu was recently promoted from associate to partner.

Early in 2007, Paul, Weiss acted as the international counsel to KKR on the company's first investment in China. KKR has invested approximately US$115 million for a 44% state in Tianrui Cement Group. Commerce & Finance Law Office acted as PRC counsel to Tianrui Group.

Paul, Weiss also represented General Atlantic Partners in the shares sale of Lenovo Group for an aggregate amount of approximately HK$816 million. The deal was closed in November 2007.

A full-service law firm, Sidley Austin has two offices in the PRC, with two partners. Henry Ding as partner at the Beijing office, which was established in 1996, and Tang Zhengyu is partner at the Shanghai office, which was established in 1999.

Sidley Austin's notable M&A practitioners include Tang Zhengyu, Timothy Li, Constance Choy, Eric Ho, Gloria Lam, Matthew Sheridan, Jason Elder and DH Kim. The firm assisted China Development Bank in its Rmb5 billion 3% bonds due 2009 which consisted of a Hong Kong public subscription and Regulation S institutional placement.

Simpson Thacher & Bartlett opened its office in Beijing last year, focusing on mergers and acquisitions, private equity and capital market transactions. Douglas Markel recently joined the firm as the head of M&A practice in China. Last year, the firm represented Blackstone in an investment in China National Bluestar.

White & Case has three partners in the Beijing office and one partner in Shanghai. The total number of employees in the PRC is 55. The firm recently had John Hartley and his team, as well as Chen Guan Feng join the Hong Kong office, providing services to the banking and finance sectors in China. Christopher Corr, partner at the firm's Washington DC office also has moved to Asia, where he will be dividing his time between the Beijing and Bangkok offices.

The firm last year represented Ping An in the acquisition of a 4.18% interest in the Fortis group for US$2.7 billion. Haier is also White & Case's client whom the firm represented in an acquisition of a majority stake in Sanyo Universal Electric Public Company. The firm also advised China Merchants China Investment Management in its investment in NBA China.

Wilmer Cutler Pickering Hale and Dorr's Beijing office was established in 2004, with Lester Ross and Robert Woll as the partners at the Beijing office.

With one office in Shanghai, Faegre & Benson has two partners and 19 employees. The firm has four notable clients, including Flextronics, ADC Telecommunications, Pentair and Target Corporation. Last year, Faegre & Benson advised Flextronics on its US$190 million acquisition of Arima Computer.

LOCAL LAW FIRMS

Tier 1

Commerce & Finance Law Office has offices in Shenzhen and Shanghai. The firm now has 22 partners in total.

Fangda Partners' three offices in China are located in Beijing, Shanghai and Shenzhen. The firm has 110 associates and 27 partners in total. Last year, Richard Guo and Fei Qiao joined the Beijing office as partners. While Guo was formerly a senior associate at Debevoise & Plimpton, Fei was a senior associate at Skadden, Arps, Slate, Meagher & Flom before joining Fangda Partners.

The firm last year acted for The Carlyle Group in relation to its US$700 million investment in China Pacific Insurance. Fangda Partners also advised Blackstone on its approximately US$600 million investment in China Bluestar Corporation, and Singapore Airlines and Temasek on their investment in China Eastern Airlines.

Headquartered in Beijing, Haiwen & Partners has two offices in the PRC, with another office located in Shanghai. Combined the offices have 21 partners and around 80 employees.

Haiwen & Partners advised several notable M&A deals in 2007, including its acting for Goldman Sach's investment arm on its acquisition of Henan Shuanhui Group. The firm also represented Xuzhou Construction Machinery Group on its sale of equity in a subsidiary to Carlye Group. Goldman Sachs, JP Morgan, Morgan Stanley, Huaneng Power International, TPG and other PE firms are other significant clients of Haiwen & Partners. With offices established in Beijing, Shanghai, Shenzhen, Dalian and Hakou, Jun He Law Offices has 80 partners in total and more than 400 employees. One of the most significant M&A deals the firm involved in the past year was the acquisition of Wuhan Boiler Corporation by Alstom.

The firm has undergone several major personnel changes in the past year: Li Qing, Xu Rongrong and Xie Qing were promoted to partners; Xy Li and Wu Lei, former partners at King & Wood, joined the firm as partners; Liu Chi, former partner at Zhong Lun Law Firm, joined the firm as counsel, while Honghuan Liu joined as partner; Zheng Shujun, Yuan Jianan, Zhou Jun, Qin Yu, Xie Yu, Wang Jiangang, Liu Shijian and Wang Jinghua joined the firm from Junyi Law Offices; David Liu, a tax specialist, joined the firm as partner; Cheng Hong joined the firm as counsel, while former partners of Haiwen & Partners Ning Fei and Song Huang joined Jun He as partners. The firm also promoted six associates to partners this year, namely Zhang Ying, Xie Zheng, Zhao Xiyong, Tao Xudong, Zhang Jianwei and Yu Yongqiang.

Established in 1993, King & Wood was one of the first partnership law firms in the country with 11 offices in Beijing and offices in Shanghai, Shenzhen, Chengdu, Guangzhou, Chongqing, Xi'an, Hangzhou, Tianjin, Hong Kong, Tokyo and the Silicon Valley in the US. The firm now has 148 partners and 570 fee-earners. King & Wood received several awards from China Law & Practice in 2007, including PRC Firm of the Year, Capital Markets & Corporate Finance Deal of the Year, M&A Deal of the year.

The firm has participated in number of significant deals in the past year, including the initial public offering of ICBC and the deal between Wahaha and Danon.

Tier 2

A Shanghai-based law firm, Allbright Law Offices was formed in early 1999. The firm last year was selected as a Finalist for the Deal of the Year by China Law & Practice. One of the significant M&A deals the firm involved last year was the M&A between Carlyle Group and China Pacific Insurance.

With offices in Beijing, Shanghai and Shenzhen, Jingtian & Gongcheng now has 30 partners and 120 lawyers nationwide.

Llinks Law Offices' Shanghai and Beijing offices have eight partners in total and 68 employees. Early this year, the firm promoted Andrew Fu to partner. Fu specializes in asset management, banking and corporate finance.

Three of the firms' most notable deals in 2007 include: SAIC's acquisition of Nanjing Automobile (Group), SEB Internationale's Strategic Investment in Shenzhen-listed Zhejiang Supor, and Zim's Equity Investment in China Railway United International Container.

Zhong Lun Law Firm has offices in Beijing, Shanghai, Shenzhen and Guangzhou. With around 100 partners, the firm's total number of employees is around 500. Last year, the firm assisted SOHO China in the acquisition of Capital Garden. The firm also advised HSBCNF in the acquisition of Wangfu Plaza and represented Grosvenor in the acquisition of Project Lakeville Regency and Project Chateau Pinnacle in Shanghai.

Tier 3

Boss & Young Attorneys At Law was established in 1999 with its headquarters in Shanghai and a branch office in Beijing. The firm now has 15 senior partners and more than 60 lawyers.

Headquartered in Beijing, Concord & Partners also has branches in Shanghai and Shenzhen. With three partners recently joining the firm this year, the firm now has 25 partners and around 110 employees. In 2007, the firm represented Mittle on its acquisition of Baogang Steel, CITIC's acquisition in Kazakhstan and TNT's acquisition of Aohua.

Founded in December 1993, Deheng Law Firm has offices in Qingdao, Jinan, Beijing and Shanghai. The firm last year worked on a large purchase project of Shandong Gold Group. The firm now has 44 partners nationwide.

Duan & Duan Law Firm has an office in Shanghai and Beijing. While the Shanghai office was established in 1993, the Beijing branch opened in 2006. The firm now has 50 employees.

Global Law Office currently has offices located in Beijing and Shanghai. The firm is planning to expand its businesses into Southern China, with a new office to be opened in Shenzhen. Among the 32 partners, 15 of them specialize in M&A deals. In addition to partners, the firm has 80 employees. The firm had Huang Hai and Duan Lei joining the firm as partners last year. While Huang was formerly a senior associate at Shearman Sterling, Duan was a senior associate at King & Wood before joining Global Law Office.

One of the significant M&A deals advised by Global Law Office last year was Road King Infrastructure's acquisition. The firm advised Road King Infrastructure on its acquisition of more than 25 real property development projects of Sunco Property. The total cost of the deal, including consideration for shares and loans granted, was more than HK$5 billion (US$641 million). The firm last year also advised Focus Media on its acquisition of Target Media, CGEN Digital Media and Focus Media Wireless.

Grandall Legal Group has its headquarters in Beijing and branch offices in Shanghai, Shenzhen, Tianjin, Hangzhou, Guangzhou, Junming and Chengdu. The firm has 103 partners and a total number of 628 associates.

The firm's advised several notable M&A deals in the past year, including Deutsche Asset Management's 19.5% acquisition in Harvest Fund Management. With Liu Ji, Wang Weidong, Yu Yaqin, Yang Juan and Charles Guan as the firm's leading M&A practitioners, Grandall Legal Group's key clients include Harvest Fund Management; Tianjin Datian W Group; Shandong FAW-DAEWOO Automotive Engine; Aluminum Corporation of China; Beiqi Foton Motor; Citic Pacific.

Jin Mao Law Firm was established in 1998 with an office in Shanghai. The firm now has 65 lawyers. Seven of them are senior partners, while 25 of them are partners.

MWE China Law Offices has one office in Shanghai. The firm has a total number of 50 employees, and John Huang and Kevin Qian are the two partners at the firm. The firm advised EMG on its acquisition of Dohow's majority stake. MWE China Law Offices also represented SGL Group in its acquisitions in China.

Richard Wang & Co's offices are located in Shanghai, Beijing and Tianjin. The firm now has 40 lawyers in total. The firm provides legal services on mergers, bankruptcy and re-organization in the area of M&A.

Trust Law Firm has two offices in the jurisdiction of PRC, one in Guangzhou and one in DongGuan. The Guangzhou office was established in 1999, and the firm now has more than 100 lawyers.