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Intellectual Property Laws Practice
Commercial Laws Practice
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Our Shanghai office mainly practice various Chinese commercial laws to deal with our clients’ various legal business on their direct investments, merger and acquisition activities in Shanghai and its neighboring cities such as in Nanjing, Suzhou, Wuxi and Changzhou in Jiangsu Province and in Hangzhou, Ningbo and Wenzhou in Zhejiang Province and other provinces throughout China. We have already represented and counseled many multi-national companies for structuring their direct investment, mergers and acquisitions, resolving their commercial disputes in China as well as other legal issues relating to labor and employment, governance, restructuring and reorganization of their invested enterprises in China.
Our associates in our Shanghai office have practised various Chinese commercial laws in some top tier Chinese local law firms or well-established international law firms for their China law practice for many years before joining in our firm. We have accumulated substantial experience in these practices and we are skillful in counseling our clients on each aspect of Chinese commercial laws, in particular including but not limited to:
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Foreign Direct Investment
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Overall design of foreign investment structure and advice on issues concerning business vehicles, market entry strategies in light of WTO liberalizations, forms and structure of investment, approval of authorities, environmental protection and preferential policies. |
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Provision of detailed information about specific industries for foreign investment and their regulatory environment and development in China. |
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Establishment of equity joint ventures and cooperative joint ventures or wholly foreign owned enterprises/wholly foreign owned commercial enterprise in China and complete various examination, approval and registration procedures. |
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Handling tax registration, exemption and declaration for foreign invested enterprises and individuals. |
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Establishment of wholly owned subsidiaries, branches and representative offices in China. |
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Establishment of regional headquarters of multi-national companies in China. |
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Establishment of foreign investment (holding) companies in China. |
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Application for various governmental permissions, licenses, approvals and on-going legally administrative filing and compliance requirements for clients’ investment in China. |
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Negotiating, drafting and reviewing various agreements in English and Chinese required for the establishments of business operation in China, such as Articles of Association, Joint Venture Contract, Shareholder’s Agreement as well as the Amendment thereof, Feasibility Study Report, Premises Lease Agreement, Land Use Rights Granting Agreement, Trademark/Technology/Name License Agreement, etc. |
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Post establishment business such as capital increase, minutes of BoD resolutions and appointment or change of directors and legal representatives of our clients invested enterprises in China. |
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Advising other legal issues related to our foreign clients’ invested enterprises in China, such as land use rights, taxation, technology transfer, equity purchase and transfer, customs declaration, employment, etc. |
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Counseling our foreign clients on the operation, compliance, product liability, human resource management, restructuring and reorganization, dissolutions and liquidation of their invested enterprises in China. |
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Conducting legal due diligence on the Chinese target companies which our foreign clients intend to establish joint ventures with them or merge and acquire them. |
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Advising on establishment of overseas subsidiaries and branches by Chinese companies. |
Merger & Acquisition
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Target identification, industry regulation, negotiation of the transaction terms for merging and acquiring Chinese target companies. |
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Acquisition of shares and assets of domestic Chinese enterprises. |
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Conducting legal due diligence on the Chinese target companies and preparation for the due diligence report identifying all legal risks and import legal and business matters of the Chinese target companies to draw our foreign clients’ attentions. |
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Designing optimal transaction structures for the proposed merger and acquisition. |
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Finance and tax arrangement in merger and acquisition. |
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Establishment of regional headquarters of multi-national companies in China. |
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Rendering legal opinions on various legal issues and eliminating respective legal obstacles in merger and acquisition. |
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Counseling on legal compliance in merger and acquisition. |
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Assisting our foreign clients in handling governmental filings to get the certificate of approval, and registration for a new business license so as to complete the proposed mergers and acquisitions. |
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Counseling and assisting foreign investors and domestic companies in dealing with anti-trust filing in case the proposed mergers and acquisitions trigger the anti-trust review standards. |
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Advising Chinese enterprises on merging and acquiring overseas assets or equity of foreign companies. |
International Trade
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Counseling on the PRC Foreign Trade Law, Chinese governmental trade policy, relevant Chinese laws and regulations on trade. |
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Acquisition of shares and assets of domestic Chinese enterprises |
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Assisting foreign invested enterprises in handling governmental formalities for foreign trade operator registration and record. |
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Counseling foreign invested enterprises on various customs procedures such as tariff classification, rule of origin and customs evaluation. |
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Advising on import and export control for goods, services and technologies, free trade zone and regulation compliance. |
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Advising on WTO treaties, application of United Nations Convention on Contracts of International Sales of Goods, other international trade terms and rules |
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Counseling and assisting foreign enterprises in dealing with anti-dumping investigations carried out by various Chinese governments against foreign enterprise’s products imported to China. |
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Advising foreign enterprises on dealing with safeguard mechanism investigation by Chinese governmental authorities against their products sold to China. |
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Counseling and assisting foreign enterprises in releasing various countervailing duties imposed on their products by Chinese governmental authorities. |
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Advising foreign enterprises on reacting to Chinese governmental review procedures on anti-dumping and countervailing duties. |
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Counseling and assisting foreign enterprises in administrative appeal or judicial action against Chinese government’s decision on anti-dumping, countervailing duty or safeguard mechanism determination. |
Labor and Employment
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Counseling on the PRC Labor law, PRC Labor Contract Law and PRC Labor Union Law. |
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Advising on strategies for enterprise’s labor relationship and human resources. |
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Drafting, reviewing, revising and polishing various documents related to employment, including but not limited to individual labor contract, collective bargaining contract, temporary labor contract, service agreement, confidentiality agreement, non-competition agreement, training agreement, technology development contract, etc. |
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Counseling, drafting, reviewing, revising and polishing various enterprise internal regulations and bylaws, including but not limited to regulations on recruitment and admission, payment of salary and welfare, resignation and training, performance evaluation, attendance and holidays, rewards and punishment, share option plan, supplement insurance plan, etc. |
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Counseling and assisting expatriate employees of foreign invested enterprises in applying for employment or work permits for in China. |
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Advising foreign enterprises on the establishment, function, working procedures and other matters relating to trade unions inside enterprises. |
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Participating in negotiations with trade unions on behalf of enterprise for various labor issues. |
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Arranging personnel allocation and compensations in mergers and acquisitions. |
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Arranging (business process re-engineering) staff downsizing plan and scheme. |
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Arranging bankruptcy personnel allocation scheme and personnel compensations. |
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Counseling and advising foreign invested enterprise on resolving various settlements relating to labor disputes, social securities and other personnel disputes through mediation, arbitration and litigation. |
Disputes Resolution
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Analysis, strategic research and professional assessment for various complex commercial disputes involving China. |
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Strategic counseling, negotiating and resolving various disputes arising from intellectual property rights infringement involving trademarks, patents, copyrights, technology and know-how and trade secret in administrative and judicial procedures |
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Strategic counseling, negotiating and resolving various disputes arising from direct investment, Sino-foreign joint ventures, mergers and acquisitions, international trade, labor and employment, technology and know-how, and other commercial contracts involving China, such as labor contracts, confidentiality and non-competition agreements, service contracts, etc. |
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Negotiating, drafting and reviewing settlement agreements for resolving various commercial disputes through mediation, arbitration and litigation in China. |
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Counseling and assisting foreign enterprises in applying with the people’s court for property and evidence preservation or injunction in litigation. |
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Counseling on going through required notarization and consularization for various documents and evidences formed overseas. |
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Advising and professional analysis on tort liability actions involving product liability, defamation, intellectual property and privacy infringement. |
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Advising on administration reconsideration, appeals and judicial review for various administrative decisions. |
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Counseling and assisting foreign entities and individuals in applying with Chinese people’ court for recognizing and enforcing various effective court orders, judgments and arbitration awards made by foreign courts and arbitration tribunals in China. |
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Counseling and assisting Chinese entities and individuals in applying with foreign court for recognizing and enforcing various effective court orders, judgments and arbitration awards made by Chinese people’s courts and arbitration tribunals in foreign countries. |
Corporate Compliance, Governance and Restructuring
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Counseling on various regulatory compliance matters relating to foreign invested enterprises, particularly, on their labor and employment, internal rules and regulations, corporate structure, as well as board meeting, etc. |
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Counseling and assisting in application for various tax incentives and other favorable treatment available for joint ventures and wholly foreign owned enterprise. |
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Advising and assisting foreign invested enterprises in establishing and improving their corporate governance structure and system. |
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Advising and drafting various rules for Board of Directors or Shareholders’ Meeting and preparing for minutes and resolutions of Board of Directors or Shareholders’ Meeting. |
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Advising and assisting foreign invested enterprises in change of directors, legal representatives and other senior managements and equity transfer or exchange and drafting respective legal documents for going through governmental approval and registration. |
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Counseling and assisting in corporate restructuring, such as transforming a pure domestic enterprises into joint ventures or wholly foreign owned enterprises, joint ventures into wholly foreign owned enterprises, and vice versa. |
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Advising and assisting in executing assets and business restructuring plans as well as employees settlement plan to the authorities for approval. |
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Negotiating, reviewing, drafting and executing various restructuring agreements and other related legal documents. |
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Advising on formation and management of strategic alliance among companies of same or similar kinds. |
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