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Materiality of false securities informationvideo

Establishing the materiality of false securities information

Investors may leverage differences between administrative and judicial viewpoints to remedy misleading market information Civil trials and administrative regulations have different emphases on determining the materiality of securities misrepresentations. These differences offer investors an opportunity...

Securities litigation risks and liabilities for continuous supervisors

By Li Amin and Cai Xiaoyu, Commerce & Finance Law Offices
In recent years, many stock investors have brought lawsuits against continuous supervisors for securities misrepresentation. This article draws on the authors’ own professional experiences with relevant regulations and judicial practice to analyse the administrative...

Regulatory Complexity

REGULATORY COMPLEXITY is an increasing challenge facing legal systems around the world. In September 2020, the Australian Commonwealth Attorney-General asked the Australian Law Reform Commission (ALRC) to consider how the legislative framework governing corporations...
CBLJ China law firms Regional Awards 2023

China Business Law Awards (Regional Awards) 2023

The timeless saying, “dance with shackles on”, neatly epitomises the essence of 2022. It was a year that put the resilience and adaptability of the nation’s businesses to the ultimate test. Confronting a multitude...

Securities service institutions’ duties under comprehensive registration

By Wang Fan, Guantao Law Firm
Guided by the gatekeeper theory in China’s capital market, the Securities Law underwent revisions in 2005, holding all securities service institutions fully jointly liable for misrepresentations made by securities issuers. The 2019 amendment to the...
Quartet acts for China’s REIT expansions

Quartet acts for China’s first group of REIT expansions

Haiwen & Partners, Han Kun Law Offices, King & Wood Mallesons (KWM) and Zhong Lun Law Firm counselled China’s initial set of four infrastructure real estate investment trust (REIT) expansion projects. These expansion projects are...
Best Law Firms in China 2023

China Business Law Awards 2023

China Business Law Journal reveals its top performing law firms of 2022 The trajectory of China’s economic growth followed a clear V-shaped path for the past year – a harsh descent followed by a rebound....
White Paper on China’s ESG requirements

White Paper sheds light on China’s ESG requirements

By Rossana Chu and Jacky Chan, LC Lawyers
The recent White Paper on ESG Practices in China summarises national policies related to environment, social and governance (ESG) applicable to the financial market. Published jointly by China Central Depository & Clearing and the...
ESG regulation and investment outlook China

State of ESG regulation and investment outlook in China

By Ge Yin and Li Yipu, Han Kun Law Office
With the growing importance of environmental, social and corporate governance (ESG) and the high level of globalisation in capital and supply chains, the scope of ESG regulation is no longer confined to listed companies,...

China Business Law Awards (Regional Awards) 2022

In the 2000s, Chinese law firms entered the era of scaling layout. Facing the onslaught of large law firms, many local firms followed the trend of the times, taking the opportunity to join big...
New directions in handling of securities misrepresentations, He Chunyan, Deng Xiaoming

New directions in handling of securities misrepresentations

By He Chunyan and Deng Xiaoming, Han Kun Law Office
In January, the Supreme People’s Court (SPC) issued the Several Provisions on the Trial of Civil Tort Compensation Cases for Misrepresentation in the Securities Market, a set of adjudication rules improving on the previous...
China data protection law Latest developments, Sharon Shi, Ben Jiavideo

Latest developments of data protection law in China

By Sharon Shi and Ben Jia, AllBright Law Offices
Since the ultimate goal of any business is to better serve its clients, collecting information from them is inevitable. However, clients’ information often contains sensitive personal information, so the collection, processing or sharing of...

China Business Law Awards 2022

China Business Law Awards 2021 China Business Law Awards 2020 China Business Law Awards 2019 China Business Law Awards 2017-18 China Business Law Journal reveals the law firms that have excelled in the past year In the past year,...
S fund development in China provides exits, Echo Liuvideo

S fund development in China provides exits

By Echo Liu, Grandway Law Offices
In private equity investment, a secondary fund (S fund) is a product specifically designed to acquire partnership shares of property of private equity funds from investors. Unlike traditional private equity funds that invest directly...
北交所:中小企业上市的最新选择 卢江霞

BSE the new listing option for China’s SMEs

By Lu Jiangxia, Jincheng Tongda & Neal
On 2 September 2021, President Xi Jinping announced the establishment of the Beijing Stock Exchange (BSE) in his speech at the Global Trade in Services Summit of the China International Fair for Trade in Services,...

Beijing to host China’s third bourse

By Avery Chen China is on track to set up its third stock exchange, this time in Beijing, to support innovative small and medium-sized enterprises (SMEs). The plan for the Beijing Stock Exchange (BSE) was revealed by...

Pros and cons for international asset managers in China

By Ge Yin, Han Kun Law Offices
Since joining the World Trade Organisation in 2001, China has steadily promoted the process of foreign investment “coming in”. It has done this at the national level, by establishing the qualified foreign institutional investor (QFII)...

China introduces world’s largest carbon trading market

With the first deal of 160,000 tonnes carbon certificates sold on Shanghai Environment Energy Exchange on 16 July, China expanded previous emission trading pilot areas nationwide as the country sets about keeping its carbon-neutral...
Advantages of mediation in securities investment disputes, 运用调解化解证券投资相关纠纷, Jeffery Quan and Wu Zhenyu, ETR Law Firm

Advantages of mediation in securities investment disputes

By Jeffery Quan and Wu Zhenyu, ETR Law Firm
Losses on investments in wealth management products are a common source of disputes between investors and firms that deal in securities and futures. In recent years, securities investment dispute cases have shown explosive growth,...

China Business Law Awards (Regional Awards) 2021

Following our report on the China Business Law Awards in the previous issue of China Business Law Journal, we now focus on the outstanding achievements of regional law firms in the past year. Business...
China approves ICBC-Goldman JV, 工商银行和高盛获批成立新合资公司

China approves ICBC-Goldman JV

Goldman Sachs Group has announced that it will set up a domestic asset management joint venture with ICBC, one of China’s “big four” state-owned commercial banks, in the fourth Sino-foreign JV asset management company...

China Business Law Awards 2021

China Business Law Awards 2022 China Business Law Awards 2020 China Business Law Awards 2019 China Business Law Awards 2017-18 China Business Law Journal’s editorial team reveals the law firms that shone in 2020 Let’s turn the clock back...
M&A of China-listed companies in evolving policy environment, 证券市场新时期的上市公司并购, Dorothy Xing and Cheng Jing, East & Concord Partners

M&A of China-listed companies in evolving policy environment

By Dorothy Xing and Cheng Jing, East & Concord Partners
The main logic of M&A projects generally includes: (1) financial investment (M&A is due to the appropriate price of the target, or the strong growth of the target); (2) industrial integration (synergy effect between...

Impact of securities law revisions on China arbitration

The first Securities Law of the PRC come into effect on 1 July 1999, and has since undergone five amendments. The latest revision came into effect on 1 March 2020. It is more striking...

Applying Securities Law to interbank bonds

By Li Jumei, Grandway Law Offices
The Securities Law is the fundamental law governing China’s capital market, coming into force on 1 July 1999. The Securities Law was amended in late 2019, in its second overhaul since it came into...
law firms

China Business Law Awards 2020

China Business Law Awards 2022 China Business Law Awards 2021 China Business Law Awards 2019 China Business Law Awards 2017-18 China Business Law Journal’s editorial team reveals the law firms that shone in the past year China’s legal market...
Securities Law

The ‘200 shareholders’ issue under new Securities Law

By Zhao Zeming, Grandway Law Offices
The revised Securities Law was promulgated on 28 December 2019, and will enter into force on 1 March 2020. This revision to the Securities Law, as the underlying law for the domestic capital market,...

Managing multijurisdictional investigations involving China

Imagine you are a UK/Europe-based multinational corporation assessing allegations of non-compliant business practices in its China operations. These may include corruption, bribery, fraud or other forms of misconduct. Suppose your company is also publicly...

Asset management arbitration cases in China

By Zhan Ling, China International Economic and Trade Arbitration Commission
The wave of closures of P2P platforms in China in the summer of 2018 garnered national attention. The latest blacklist for P2P lending published by “P2PEYE.COM” (https://www.p2peye.com/platform/wenti) shows that as of the end of...

Underlying logic for changes in securities regulations

By Zheng Chao, Grandway Law Offices
A draft for comment of the revised Administrative Measures for the Material Assets Reorganization of Listed Companies was released on the official website of the China Securities Regulatory Commission (CRSC) on 20 June 2019....
Agents ad litem

Commissions of inquiry

THIS COLUMN DISCUSSES a special process that is established by governments in common law jurisdictions to inquire into matters of public importance. This process – known as a Royal Commission in the UK and Australia...

China Business Law Awards 2019

China Business Law Awards 2022 China Business Law Awards 2021 China Business Law Awards 2020 China Business Law Awards 2017-18 The editorial team of China Business Law Journal presents the law firms whose performances stood out in the...

CSRC disclosure requirements on publicly offered securities investment funds

China Securities Regulatory Commission (CSRC) issued on 3 August 2018 a consultation paper on Administrative Measures for Information Disclosure of Publicly Offered Securities Investment Funds and associated implementing rules for public opinion consultation. The...

Regulatory policy governing Chinese companies’ overseas debt issuance

By Ling Tezhi, Du Linhong, Jingtian & Gongcheng
On 14 September 2015, the National Development and Reform Commission (NDRC) issued the Notice on Reforming the Recordal and Registration System for the Overseas Debt Issuance by Enterprises (the Notice). After the issuance of...
刘思远 LIU SIYUAN 竞天公诚律师事务所 合伙人 Partner Jingtian & Gongcheng

Potential administrative penalties under strong financial regulatory enforcement

By Liu Siyuan, Jingtian & Gongcheng
According to the China Bank and Insurance Regulatory Commission (CBIRC), in the first quarter of 2018, CBIRC (established by merging the former China Bank Regulatory Commission and China Insurance Regulatory Commission) carried out enforcements...

IPO paths under the new CDR policies in China

By Liu Tao and Huang Qingfeng, Commerce & Finance Law Offices
On 30 March 2018, the China Securities Regulatory Commission (CSRC) released Several Opinions on Launching the Pilot Programme for Issuance of Shares or Depository Receipts by Innovative Companies in Domestic Market, clarifying the new...
龙海涛 LONG HAITAO 植德律师事务所 合伙人 Partner Merits & Tree Law Officesvideo

An explanation of ‘extensive asset management’ in China

By Long Haitao, Merits & Tree Law Offices
According to the Report on the Development of China’s Asset Management Industry (2017), the scale of China’s asset management industry has reached RMB110 trillion (US$17.5 trillion). The boundary between different financial business such as...
吴杰江 WU JIEJIANG 竞天公诚律师事务所 合伙人 Partner Jingtian & Gongcheng

Precise regulation over liquidity of commercial banks in China

By Wu Jiejiang, Jingtian & Gongcheng
After experiencing a series of high-profile events in 2015 and 2016, including the stock market crash, the battle between Baoneng and Vanke, and Ezubao’s P2P lending fraud, the Chinese financial market entered a year...

Risk management during the existence of ABS in China

By Li Wenmin, JunZeJun Law Offices
On 22 March 2018, the Shanghai Stock Exchange, Shenzhen Stock Exchange and the Inter-agency Quotation and Service System for Privately Offered Products issued the Guidelines for the Management of Credit Risks During the Existence...
王立宏 WANG LIHONG 大成律师事务所高级合伙人 Senior Partner Dentons

Key legal considerations for rental housing REITs in China

By Wang Lihong, Dentons
The report of the 19th National Congress of the CPC has made it clear that “houses are built to be inhabited, not for speculation”. Therefore, accelerating the establishment of a housing system that draws...

China Business Law Awards 2017-18

The editorial team of China Business Law Journal presents the law firms that stand out with their performance in the past year China Business Law Awards are based on nominations and comments received mostly from...

China’s Green Lanterns

The exponential growth of green investment opportunities in China provides both a guiding light and a beacon of opportunity, but international investors may still need to be convinced, writes Paul Davies China has experienced unparalleled...

China issues formal CRS legislation

On 19 May 2017, the State Administration of Taxation (SAT), the Ministry of Finance (MOF), the People’s Bank of China (PBOC), the China Banking Regulatory Commission (CBRC), the China Securities Regulatory Commission (CSRC) and the...
china business law awards

China Business Law Awards 2016

The editorial team of China Business Law Journal showcases the winning law firms that made well-recognized achievements in 2016 The National Bureau of Statistics recently announced China’s GDP grew by 6.7% in 2016, the slowest...
Jason Xia

Latest regulatory trends on the use of insurance funds

By Jason Xia, Wintell & Co
Since the second half of 2015, insurance funds have become one of the few “hot spots” in the capital market. Insurance companies frequently buy the shares of listed companies, which not only leads to...

China Business Law Awards 2015

The annual China Business Law Awards has shone a light on the real achievers of 2015, as voted by law firms and clients alike. Leo Long showcases the winners The beginning of the Year of the...

New approach for securities disputes

The recent stock market volatility has drawn listed companies’ attention to securities disputes as a possible solution, with regulators recognizing Shenzhen’s innovative dispute practice. Liu Xiaochun and Zhou Yi share Shenzhen’s experience Soon after Shenzhen...

Offshore finance expert has big plans for China in new role

Following a recent groundbreaking China visit, Guernsey Finance’s outgoing chief executive, Fiona Le Poidevin, told China Business Law Journal about her plans to prepare the ground for further China ties with the island in...

Legal market changes in the new economy of China

Regulatory and commercial developments are shedding light on the genesis of a new economic age in China. Richard Li and Vanessa Ip ask the experts for some old wisdom on the new rules China’s economy...

More on restructuring offshore assets of China-listed companies

By Jonathan Sun, Zhong Yin Law Firm
In this column in the previous issue, this author focused on an exposition of the trends in the restructuring of offshore assets and the future plan of the China (Shanghai) Pilot Free Trade Zone...

Venture capital funds face two-track regulatory system

China’s new Securities Investment Fund Law includes private security investment funds within the scope of adjustment, specifying that the registration of private investment fund managers and the recordal of private funds are to be...
Sun Jian, Zhong Yin Law Firm

How should China-listed companies handle overseas restructurings?

By Jonathan Sun, Zhong Yin Law Firm
On 7 March 2014, the State Council issued the Opinions on Further Optimising the Market Environment for Enterprise Mergers and Restructurings, which propose several innovative measures in respect of approval system reform, financial services,...

Is this the golden age of film and television acquisitions in China?

By Liu Yumei, Lu Qian, t Concord & Partners
Against the background of state policy support, China’s film and television industry has started to expand rapidly, with the leading cinema circuits preparing to list, and film and television production companies, famous actors, etc.,...

China Business Law Awards 2013

For the inaugural China Business Law Awards we went to law firms’ peers and clients to help identify the ones that stood out in 2013. Richard Li reports on the results China’s legal market is...
Fiona Le Poidevin

Perfect timing for Guernsey delegation’s China visit

Adelegation from Guernsey timed its China visit to perfection, just as a free trade zone was launched in Shanghai, followed by the recent plenum of the Communist Party in Beijing. “It was very good timing,”...

China outbound investment – recent trends in law and practice

The main trend in PRC governmental approvals of overseas investments by China enterprises will be a gradual loosening of control, but there is likely to be a tightening of macro administration over enterprises under...
Li Min is a partner at Zhonglun W&D Law Firm

Securities association’s notice regulates co-operation between banks and companies

By Li Min, Zhonglun W&D Law Firm
On 17 July 2013, the Securities Association of China issued the Notice on Matters Relevant to Regulating Co-operation Between Securities Companies and Banks in Engaging in Targeted Assets Management Business (Draft for Comments), triggering quite...
Identifying and gauging risks with post-investment disputes in China

Identifying and gauging risks with post-investment disputes in China

By Jeremy Dai and George Zhang, AnJie Law Firm
Q: What are the typical post-investment disputes in China? A: In our experience, post-investment disputes in China can be classified in the categories provided in the chart on the right. Q: What are the reasons for disputes...
张人仪 Christine Chang and Greg Knowles Maples and Calder

Cayman and BVI: withstanding the winds of regulatory change

Structures for China-related investment have often used a combination of Hong Kong companies and companies incorporated in the Cayman Islands or British Virgin Islands (BVI), with the Hong Kong company holding the shares in...

ChiNext lifts its regulatory game

More than 300 listed companies have been trading on ChiNext since its successful launch on 23 October, 2009. To gradually improve the regulatory regime for companies listed on ChiNext, the securities regulators and the...
Paul Hastings Hong Kong China Dyes

Hastings team advises on transaction for China Daye’s reverse takeover

China Daye Non-Ferrous Metals Mining completed on 8 March its acquisition of Daye Nonferrous Metals, a non-wholly owned subsidiary of China Daye’s parent company, Daye Nonferrous Metals Corporation Holdings. China Daye said the acquisition is...

Hastings team advises on transaction for China Daye’s reverse takeover

China Daye Non-Ferrous Metals Mining completed on 8 March its acquisition of Daye Nonferrous Metals, a non-wholly owned subsidiary of China Daye’s parent company, Daye Nonferrous Metals Corporation Holdings. China Daye said the acquisition is...
Hong Kong RMB flows back to China

Hong Kong RMB flows back to China

The China Securities Regulatory Commission, People’s Bank of China and State Administration of Foreign Exchange published on 16 December 2011 the RMB Qualified Foreign Institutional Investors Fund Management Companies and Securities Companies’ Investment...
轻舞飞扬 证券市场法律舞者的梦想 Dancing breezily along- dreams of China’s capital markets lawyers

Dancing breezily along: dreams of China’s capital markets lawyers

ChiNext and the Small and Medium-sized Enterprise Board have given many law firms their first experience of the securities market. But could stiff competition and high professional standards put an end to their dreams...
Grant Jamieson, KPMG China, E-discovery on the agenda for China’s CEOs, 电子文件披露悄然兴起

E-discovery on the agenda for China’s CEOs

By Grant Jamieson, KPMG China
Global companies are increasingly facing an overload of data. Experts forecast that there will soon be one trillion internet-connected devices in the world. The large volumes of information being created and stored are also putting...
CSRC regulates securities law practices of lawyers, 证监会规范律师证券法律业务

CSRC regulates securities law practices of lawyers

In 20 October 2010 the China Securities Regulatory Commission (CSRC) and the Ministry of Justice jointly published the Securities Law Business Practices of Law Firms Provisions (Trial Implementation) and the Legal Business Practices of Law Firms in Securities Investment...
CSRC issues measures governing the issuance and underwriting of securities, 证券发行与承销管理办法 (2010修订)

CSRC issues measures governing the issuance and underwriting of securities

The China Securities Regulatory Commission (CSRC) recently introduced amendments to the Issuance and Underwriting of Securities Administrative Measures, which were promulgated in 2006. With effect from 1 November 2010, the new Measures are a set of...
Strengthened Anti-Money Laundering Rules

Securities and futures industry faces strengthened anti-money laundering regulation

The Anti-money Laundering in the Securities and Futures Industry Implementing Measures, published by the China Securities Regulatory Commission (CSRC), came into force on 1 October. They detail the duties of regulatory bodies and trade...
Chinese firms expands to NYC

China takes a bite at the Big Apple

Though hamstrung by high costs and security worries, New York retains an aura that draws Chinese companies seeking a foothold in the US market and Chinese lawyers seeking to further their careers. George W Russell...

A transformation: corporate restructuring gains credibility in China

The recent economic climate has led to an increase in both operational and debt restructuring. Both can present difficult challenges to companies and consultants, lenders and lawyers. By Robin Weir Talk to a consultant trying...

Managing a corruption investigation in China

By Anthony Pacheco and Keith Butler, Proskauer
What are you going to do now? Employees in your production plant in China, aided by a couple of management-level employees in your home office in the US, may have bribed Chinese government officials,...

China targets the West

Cash-rich Chinese companies are purchasing billions of dollars worth of assets in the developed economies of North America, Europe and Australia. How can law firms and in-house counsel successfully handle the rush of outbound...

New securities account rules set for venture capital companies

The Opening of Securities Accounts by Partnerships and Other Unincorporated Institutions Operational Guidelines, published by the China Securities Depository and Clearing Corporation, came into effect on 21 December 2009. Under the revised Securities Registration and Clearing Measures published...
The US Foreign Corrupt Practices Act- what companies in China need to know

The US Foreign Corrupt Practices Act: what companies in China need to know

The US Foreign Corrupt Practices Act is a powerful statute which governs many US-China transactions and communications. Its implications for Chinese, US and other companies are far-reaching, and the penalties for its violation severe. By...
证监会就修改《证券登记结算管理办法》 征求意见; CSRC issues consultation draft on amendment of securities measures

CSRC issues consultation draft on amendment of securities measures

On 13 October the China Securities Regulatory Commission (CSRC) published the Decision on Amending Articles 14 and 19 of the Measures Governing Securities Registration and Clearing (Consultation Draft). The draft seeks public opinion on...
China's private equity market in 2023

Shuffling the PE deck

Bleak prospects have dealt a challenging hand of enhanced regulations to players in China’s private equity market, adding a wildcard of China/US decoupling and generally giving the industry a good shuffle. However, with or...
Carbon financial products' future

The sunny future of carbon financing

By Chen Sheng and Li Mingyue, Tian Yuan Law Firm
There’s a notable uptick in the regional adoption of carbon financial products as market tools rapidly advance Carbon finance plays a pivotal role in realising the “dual carbon” target and has attracted much recent attention....
Challenges facing PE funds

Challenges facing PE funds in buyout investments

By Xiao Fei and Li Wen, Guantao Law Firm
China’s regulations do not restrict private equity (PE) funds from acting as controlling shareholders of companies seeking to go public. But it’s uncommon for a PE fund to promote a company’s IPO after controlling...

Unlocking power of equity governance for listing companies

By Zhao Xun, Grandway Law Offices 
Equity governance is the key to corporate governance. According to the Company Law, except for one-person limited liability companies and wholly state-owned companies, the shareholders of other companies all participate in major decision making,...
Reduction rules for VCFs in the capital market, Michelle Lu

Reduction rules for VCFs in the capital market

By Michelle Lu, Brightstone Lawyers
Against the backdrop of stabilising the secondary market and boosting trading vitality, the way private equity (PE) funds pare their holdings has become one of the most important means to enhance the liquidity of...
Property attribution disclosure

Property attribution disclosure in contractual PE funds

By Jia Yipeng and Zhuo Yiwei, Hylands Law Firm
Private equity (PE) funds come in three organisational types: corporate, partnership and contractual. Unlike the first two, contractual PE funds do not establish a company or partnership entity. Typically, they involve a fund contract...
Hong Kong IPOs

Chinese law firms make inroads on drafting prospectuses

In the last two months of 2023, at least three Chinese law firms have been writing prospectuses for IPOs in Hong Kong, breaking the norm where usually their international counterparts take the lead. In November,...
financial contracts validity

Systematic entanglement in judging validity of financial contracts

By Jiang Qi and Wang Qiuyue, Hylands Law Firm
Financial risks are escalating with the growing complexity of financial innovation, calling for stronger regulation characterised by look-through review to maintain financial stability. Against this backdrop, financial justice and regulation systems are demonstrating growing...
Info-Based Market Manipulation Causality Compensation

Causality and civil compensation in info-based market manipulation

By Hai Lan, Grandway Law Offices 
Stock market manipulation can be broadly divided into trading-based manipulation and information-based manipulation. The former requires significant advantages in funds and securities holdings and is closely supervised by stock exchanges and the China Securities...
Penetrative judgement asset management disputes

Boundaries for ‘penetrative’ judgments in asset management disputes

By Mu Fei and Yan Huiming, Hylands Law Firm
Asset management has been growing rapidly as an industry across China in recent years. Now, banks, securities companies, insurance companies and other institutions provide overlapping financial services. The sector is a model of mixed...

Smart moves

With China’s post-pandemic recovery efforts not materialising as expected, businesses find themselves besieged on multiple fronts. Chinese and international law firms offer alerts and tips for navigating this challenging landscape. Luna Jin reports THE HOLY...

Opportunities, focus areas for Chinese companies listing in US

By Huang Xingwang and Liu Yao, Grandway Law Offices 
As members of the first group of Chinese lawyers to visit the US after the end of the pandemic, the authors had the opportunity to exchange information with experts, scholars and senior executives of...
managing private investment funds rules

Analysing new rules for managing private investment funds

By Jenny Gu and Zoey Peng, Brightstone Lawyers
The new Regulations on the Supervision and Administration of Private Investment Funds come into force on 1 September. This article analyses the significance and main provisions of the regulations. China’s private fund industry has developed...
SOEs engaging in private equity fund business

New rules for SOEs engaging in private equity fund business

By Zhou Qian, Tian Yuan Law Firm
State-owned enterprises (SOEs) at both central and local levels are actively establishing comprehensive compliance systems. New rules now provide crucial institutional support for constructing them. The Private Investment Fund Registration and Filing Measures, and...

Power moves

Uncertainty in capital markets that had stalled Chinese companies pre-reform seems be giving way to motion as the country rolls out its intensive regulatory overhaul. Now players in various roles face fresh challenges as...
Overseas GDR offerings new guidelines

New guidelines for overseas GDR offerings

To address the uncertainties of the recent developments on raising funds overseas, the China Securities Regulatory Commission (CSRC) has published detailed guidance on the registration, filing, use of proceeds and other requirements on overseas...

Impact of invalidation of listco guaranteed yield commitments

By Chen Zhuo and Yin Yutong, Tian Yuan Law Firm
It is a common arrangement for major shareholders and de facto controllers of listed companies to make a guaranteed yield and principal commitment to private placement investors. With financial supervision tightened up in recent...

Registration-based IPO review brings new philosophy

By Kang Xiaoyang, Kangda Law Firm
On 17 February 2023, the main boards of the Shanghai and Shenzhen stock exchanges adopted the registration-based mechanism for reviewing IPOs, signalling completion of the reform across China’s capital market and marking a significant...

Filing rules, main focuses for overseas listing

By Wang Bo and Peng Caixia, Commerce & Finance Law Offices
The Trial Measures for the Administration of the Overseas Offering and Listing of Securities by Domestic Enterprises and five supporting guidelines were implemented on 31 March. Since then, the authors have assisted a number...
Integrating ESG into Corporate Governance

ESG information disclosure under board leadership

By Wang Kun and Gao Yi, Blossom & Credit
Environmental, social and governance (ESG) rating indices contribute to helping investors and stakeholders identify opportunities for managing long-term investment risks, providing a new perspective for evaluating and examining corporate assets. The board of directors, as...
A-share companies High-proportion investment

Impact of high-level financial investments on A-share firms’ refinancing

By Xu Tao and Yan Cong, Tian Yuan Law Firm
A-share listed companies should exercise care when identifying their financial investments and keeping their proportions within compliant limits This article aims to explore the impact of high-proportion financial investments on the refinancing of A-share listed...

Queries arise over intermediaries after Star Market’s first delistings

The first compulsory delisting of stocks due to fraudulent IPOs and disclosure violations on the Star Market in Shanghai raises questions on the intermediaries’ role as  capital markets gatekeepers. The China Securities Regulatory Commission (CSRC)...
China's ESG regulatory moves

Force of nature

Although belated, an unstoppable green investment push and an evolving regulatory framework are prompting companies in China to catch up and take action. Luna Jin reports IF YOU ARE STILL BIDING your time with environmental...
independent director’s undesirable predicament

The independent director’s undesirable predicament

By Yu Yue, Zhilin Law Firm
China’s independent director system has existed for more than 20 years. It was in 2001 that the China Securities Regulatory Commission (CSRC) issued the Establishment of Independent Director Systems by Listed Companies Guiding Opinion,...
corporate compliance of listed companies in M&A

Disclosure obligations, compliance of listed companies in M&A

By Liu Huaying and Xu Chen, Grandway Law Offices
Since last year, listed companies involved in large-scale mergers and acquisitions (M&A) have frequently experienced after-effects, which is an issue worthy of vigilance. The M&As are often accompanied by equity adjustments, changes in assets...

Safety first

With regulation beefing up investor protection and expanding the disclosure requirements for listed companies, what review responsibilities do financial institutions bear as creditors of companies providing security for third parties? Li Xinyang, general manager,...
QFII application and relevant HK financial licencesvideo

HK financial licences a proven QFII path to foreign investors

By Zhang Kainan and Wang Qingjian, Haiwen & Partners
The QFII programme permits licensed international investors to trade on China’s stock exchanges and Hong Kong financial licences are popular for trading under the scheme With a goal to further open up the financial industry and attract overseas investors...
real estate private investment fund guidelines

Analysis of real estate private investment fund guidelines

By Ronald Xu and Zhu Xiaoya, Guantao Law Firm
The China Securities Regulatory Commission (CSRC) recently announced a pilot scheme for real estate private investment funds. The Asset Management Association of China (AMAC) issued the Guidelines for Real Estate Private Investment Fund Pilot...
China in-house counsel sustainability over speed

Calm resilience

Years of market disruption and uncertainty have left China's business warier but wiser. Anticipating a year of revival and growth, in-house legal heads prioritise sustainability of the future over a speedy compensation for the...

New rules pave path for Chinese companies to revive offshore IPOs

Chinese companies now have a clearer idea of whether they can list overseas when new China Securities Regulatory Commission (CSRC) rules take effect from 31 March 2023. The CSRC issued the new rules in February...

On the money

As part of our annual exploration of billing rates, we decided to begin analysing specific sectors for an insight into how fee practices vary. In this report, Luna Jin takes a close look at...
China bankruptcy regime updates

Time for plan B?

Misunderstood by many, the bankruptcy regime in China requires urgent legislative and administrative upgrades to inject market logic into the economy. As Luna Jin reports, meaningful endeavours are being made to revitalise businesses Practitioner's Perspective...
legal risks of nominee shareholding

The multiple legal risks of nominee shareholding

By Ding Tianmiao, Blossom & Credit
In practice, actual contributors have chosen nominee shareholding for purposes such as the isolation of assets, circumvention of legal and regulatory restrictions or prohibitions, etc., and disputes arising from these are increasing. Although the...
China Deals of the year 2022

Deals of the year 2022

We salute the exciting transactions of the past year as China reopens and the Year of the Rabbit begins In what has been another challenging year, the legal market has shown great resolve and imagination....
Huaxin Cement’s solution to B-share issuevideo

Huaxin Cement’s solution to legacy B-share issue

By Ma Yunyan and Shi Zhiheng, Shu Jin Law Firm
Huaxin Cement was founded in 1907, and listed its A shares and B shares on the Shanghai Stock Exchange (SSE) in 1994. China’s capital market has dramatically evolved since then. B shares were once...
US gains access to Chinese audit papers

Markets optimistic after US gains access to Chinese firms’ audit papers

Two lawyers are cautiously optimistic for red-chip companies seeking a US listing following news that the Public Company Accounting Oversight Board (PCAOB) can inspect China-based accounting firms for the first time in history. The news...

Listed company reorganisations and frontier legal issues

By Xu Shengfeng, Zhong Lun Law Firm
Reorganisations of listed companies have long been held as a barometer for reorganisation policies. As such cases link the capital market to the bankruptcy system, they have received widespread attention. Since the implementation of...
Rental REITs opportunities challenges

Opportunities and challenges of affordable rental REITs

By Su Xianghui and Gao Huanzhang, DOCVIT Law Firm
On 5 August 2022, Huaxia Beijing Affordable Housing REIT received registration approval from the China Securities Regulatory Commission (CSRC), becoming the third affordable rental housing REIT approved this year, following Hotland Shenzhen Anju REIT...
market exit group finance companies

Risk disposal, market exit of group finance companies

By Wang Zhenxiang, Jingtian & Gongcheng
On 13 October, the China Banking and Insurance Regulatory Commission (CBIRC) promulgated the Measures for the Administration of Finance Companies of Enterprise Groups. Set to come into effect on 13 November, the measures contain...
BSE minimum income invalidation

Invalidation of ‘minimum income for private placements’ on BSE

By Sun Junxia, Zhilin Law Firm
The Supreme People’s Court’s invalidation of “guaranteed minimum income for private placements” clauses of listed companies on the Beijing Stock Exchange (BSE) has riveted the attention of capital markets. The issue arose in article 8...

Fangda powers up capital market and IP practices in Shanghai, Shenzhen

A former Fangda Partners lawyer has rejoined the firm to boost the capital markets business, while another appointment aims to  enhance its intellectual property practice. Aaron Chen, who has returned from Jia Yuan Law Offices,...
Trader protection under Futures and Derivatives Law, Guo Zhongqing

Trader protection under Futures and Derivatives Law

By Guo Zhongqing, AllBright Law Offices
China’s Futures and Derivatives Law (FDL), effective since 1 August 2022, is considered vital to the stable development of the futures market, especially to all market participants. It constructs a comprehensive system to protect...
Zhong Lun Law Firm hired Jiang Haoxiong

Zhong Lun secures capital markets expert Jiang Haoxiong

Zhong Lun Law Firm has hired Jiang Haoxiong as a partner in its capital markets practice, who was previously a partner at Chen & Co Law Firm and Hui Cheng & Partners. With 30-plus years...
Jianzhi Education first Chinese VIE to debut on Nasdaq since DiDi crackdown

Jianzhi Education first Chinese VIE to debut on Nasdaq since DiDi crackdown

Jianzhi Education Technology Group is the first Chinese variable interest entity (VIE) to debut on the Nasdaq since DiDi’s 2021 listing on the same market sparked a crackdown by Chinese authorities. The online vocational education...
Shifting tide of audit compliance for US listings, Willow Wei

Shifting tide of audit compliance for US listings

By Willow Wei, Dentons China
A number of Chinese companies listed on the New York Stock Exchange recently issued announcements of delisting. One of the reasons was that the US Securities and Exchange Commission (SEC) could not inspect audit...

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