Practice Areas

    Corporate and Commercial
  • Our corporate and commercial team possesses extensive, in-depth knowledge and experience in advising on important and complicated corporate legal issues. We have advised many Chinese and foreign companies on establishing business presences and operations. Our corporate team provides the following services:

    ● Establishing foreign-invested enterprises or other types of commercial vehicles in China
    ● Assets or business restructuring, acquisition and disposal
    ● Negotiating and documenting for corporate formation, and dissolution and liquidation
    ● Assisting investors with obtaining government approvals, licenses, permits, and registrations

    In addition, we service as outside advisors for many clients from a wide range of industries, addressing concerns such as land use, foreign exchange, tax, labour and employment, environmental protection, and technology transfer and licensing, and regulatory compliance. The clients we serve are from a wide range of industries including manufacturing, infrastructure, biotechnology, pharmaceuticals and medical devices, finance, insurance, telecommunications, entertainment, sport, chemical industry, agriculture, etc.

  • Mergers and Acquisitions
  • We offer comprehensive M&A services for companies and organizations, both Chinese and foreign. We have represented buyers, targets, lenders, financial advisors, and other participants in complex M&A transactions. Our other practice groups contribute to our M&A solutions by offering their extensive experience in the areas of tax, antitrust, labour and employment, state-owned assets administration, and other specialised fields.

    For example, Broad & Bright lawyers:

    ● Actively participated in the landmark acquisition of three major photosensitive material manufacturers
       in China
    ● Were involved in the largest M&A project for 2003 in China, with a value of over US$1 billion
    ● Represented a major off-shore fund in twelve acquisitions with an aggregate investment of US$250

    Our contributions to M&A transactions have included designing optimal transaction structures, performing due diligence, drafting and negotiating transactional documents, and liaising with relevant government authorities.

  • International Trade, Antitrust and Competition
  • With China’s participation in global trade now recognized as a major factor in the continued growth and stabilization of a global economy, our lawyers have won a hard-earned place at the forefront of international trade practice. Providing a whole spectrum of legal services in this area, we have been pioneers in responding to anti-dumping and countervailing suits. For example, our trade lawyers represented the Chinese government in the first countervailing proceeding against China, which was initiated by the Canadian government. We have also represented the Chinese government in WTO trade disputes.

    Our lawyers have represented dozens of multi-national companies in China anti-monopoly reviews. Representative clients include GE, Sumitomo, Carlyle, Kraft Food, Acer, Oracle, Goldman Sachs, SPX, and Kent. We have also advised many clients on antitrust issues.

  • Dispute Resolution
  • Dispute Resolution is one of the mainstays of Broad & Bright’s legal services. Our lawyers have represented multi-national companies, financial institutions, large state-owned enterprises, private enterprises, and other entities in hearings and trials before China International Economic and Trade Arbitration Commission, the Supreme People’s Court, the provincial high people’s courts, and other tribunals. We have achieved significant victories.

    Our litigation and arbitration experience encompasses:
    ● Contract disputes
    ● Intellectual property
    ● International trade issues
    ● Foreign investment
    ● Letters of credit
    ● Bills of lading
    ● Product liability
    ● Loans guarantees by financial institutions
    ● Securities issuance and transactions
    ● Labour disputes.

  • Private Equity and Venture Capital
  • Private Equity and Venture Capital is one of Broad & Bright’s major practice areas. Our comprehensive services cover all stages of investment, from initial start-up and seed investments to later stages of growth and mature investments. We represent some of the world’s leading private equity and venture capital firms, including CRV, MATRIX China, Softbank Asia Infrastructure Fund (SAIF), TDF, Walden International, and WI Harper. We also represent numerous portfolio companies and entrepreneurs in designing optimal corporate structures, formulating financing plans, managing IP, and assisting with business growth. Our attorneys have developed significant experience in navigating the complex PRC regulatory framework for China-based venture capital and private equity investment. In recent years, we have successfully closed more than 60 private equity and venture capital transactions, including:

    ● Represented United Guarantee Company in its first round and second round financing with a total
       investment of nearly US$200 million
    ● Represented Walden International as its PRC legal counsel in its Series A investment in Photop
       Group with a total investment of US$13.5 million
    ● Represented SAIF in its investment with a total investment of RMB200 million in a beverage company
    ● Represented LineKong in its Series B financing with a total amount of US$16 million
    ● Represented Chemclin in its Series B financing with a total amount of US$16 million

  • Banking and Trust
  • Our efforts and dedication contribute to the continued success of our Banking and Trust practice. We cover and specialise in a variety of financial legal services that range from project finance, leveraged acquisition finance, and mezzanine finance to off-balance-sheet finance and trade finance, and compliance and regulatory affairs for financial institutions operating in China. We have represented a number of domestic and foreign banks and other financial institutions on both a single-project and ongoing basis. We also represent corporate clients who act as borrowers. Our primary services include deal structuring, documentation, negotiation and assisting in completing relevant lending and security registration processes.

    Our extensive trust experiences include advising both domestic trust companies on their publicly offered trust programs and multi-national corporations on their off shore trust set-ups for global tax structure reorganization and optimization purposes. We typically serve our clients by drafting and finalizing relevant contracts and prospectuses, and by rendering legal opinions for off shore business trusts created under PRC laws.

  • Capital Markets and Securities
  • We are actively involved in domestic and international capital market transactions. By leveraging our expertise in mergers and acquisitions, we represent clients acquiring shares of PRC-listed companies or pre-IPO companies, and clients making other strategic investments in PRC-listed companies.

    Our lawyers engage in a number of significant public offerings on major domestic and international stock markets, including the New York Stock Exchange, the NASDAQ, the America Stock Exchange, the Stock Exchange of Hong Kong, the Tokyo Stock Exchange, and the London Stock Exchange.

    We have been active in advising Chinese companies seeking listing and financing, through alternative public offerings (APO) and other means, on the capital markets in the U.S., Japan, and other listing destinations. Our lawyers have served as the PRC counsel for clients with respect to complicated restructuring and APO transactions. Our services have included:

    ● Advising on corporate restructuring
    ● Conducting due diligence
    ● Assisting in establishing and optimizing corporate governance systems
    ● Assisting in preparing private or public offering documents
    ● Rendering legal opinions.

  • Intellectual Property
  • Whatever impressions exist abroad, the fact is that China has made impressive progress in establishing a relatively complete system of laws and regulations in the area of intellectual property rights and is in line with generally accepted international rules. The entry of China into the WTO has nevertheless seen an increase in the number of foreign companies protecting their intellectual property rights against infringement in China.

    The volume of intellectual property cases we have handled has allowed us to build an extensive intellectual property practice, specialising in dispute resolution and protection of our clients’ rights through administrative, civil, and criminal procedures. We have resolved a range of intellectual property matters for both foreign and domestic clients, including technology transfer and licensing, employment-related invention issues, trade secrets, establishing research and development centres, and formulating strategies for protecting intellectual property.

    In 2007, our IP team represented Yamaha Motor before the PRC Supreme People’s Court to win the largest damages ever awarded to a foreign company for trademark infringement in China (RMB 8.3 million). Because of the significant victory and the landmark breakthrough involved in this case, Managing IP, an internationally renowned British magazine in the field of intellectual property, granted our firm the 2008 Asia-Pacific Trademark Case Award.

  • Employment and Social Benefits
  • Our employment and social benefits team provides clients with legal advice, counselling, and representation in arbitration and litigation in connection with all aspects of employment, benefits, and labour laws. Our attorneys are experienced in assisting foreign and Chinese companies with establishing and implementing employment and HR systems in China, and in advising clients on a wide array of employment and HR issues that may arise in their daily operations.

    Our services cover :

    ● Drafting and reviewing all types of employment documents (including employee handbooks and
       internal rules)
    ● Designing and implementing employee incentive plans
    ● Counselling on workplace and occupational safety and health compliance
    ● Counselling on employee transfers, secondments, settlements and layoffs
    ● Resolution of labour disputes
    ● Assisting clients in cooperating with human resource service institutions

    Providing advice to both employers and employees in connection with senior management personnel contracts and executive compensation arrangements.

  • Real Estate and Construction
  • Our real estate lawyers advise clients on all phases of real estate investment, development, financing and operations. We provide the following services to our clients:

    ● Land requisition, demolition and resettlement
    ● Granting and transferring of land use rights
    ● Project tendering and bidding
    ● Developing, acquiring, and transferring of real estate projects
    ● Negotiating and drafting construction contracts
    ● Dispute resolution for real estate development and operations.

  • Carbon Market and Clean Energy
  • As greenhouse gases are increasingly recognised as one of the most urgent issues mankind is facing in the 21st century, we are substantially involved in the dynamic carbon trading and new energy market. We advise clients on the purchasing and selling of CERs and VERs, implementation of CDM projects, carbon trading, energy efficiency projects, and development of new and alternative energies in China. Our services include:

    ● Assisting in the design of optimal transaction structures, such as new subsidiaries, joint ventures,
       joint development, project finance, mergers and acquisitions, and international sales
    ● Drafting, revising, negotiating, and translating term sheets; ERPAs; and other varied trading,
       acquisition, and investment agreements and contracts
    ● Providing legal counselling on project negotiation, execution, and implementation; conducting due
       diligence on CDM projects, JV partners, and target companies
    ● Assisting in the establishment of subsidiaries, JVs, and related equity transfers and restructurings.

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