Hong Kong

Charltons is very involved in the nascent areas of cryptocurrencies and initial coin offerings. 

Banking and finance

Work highlights

Acted for the unit of a Chinese SEO on a structured financing arrangement involving an existing US investment where the interest is restructured under an asset-backed securitisation transaction.

Key clients

Oceanwide Capital

Capital markets

Work highlights

Advised Shandong Xinhua Pharmaceutical Company on a non-public issuance of 67 million A-shares with proceeds up to Rmb627.1 million.

Key clients

KVB Kunlun Holdings, Singyes Technology Holdings

Corporate and M&A

Work highlights

Represented Leyou Technologies Holdings on its acquisition of 20% issued share capital of Certain Affinity and entering into a licence agreement with Hasbro. It additionally entered into a game development agreement with Certain Affinity for its Transformers game.

Client feedback

“Very responsive and understands what clients want well. They also provided good advice during the entire process.” – Corporate and M&A

“Professional and competent, business-oriented and solutions-oriented. The firm is a boutique and we tend to use Charltons more for our corporate finance work, where they genuinely excel.” – Capital markets

“The firm worked efficiently over the weekends in order to meet our demanding requests, and they always provide the highest quality work.” – Capital markets

During the research period Gall, a specialist litigation boutique, added dispute resolution specialists Evelyn Chan from Wilkinson & Grist and Nicholas Dealy from UBS to its team. The latter hire bolsters its regulatory offering.   

Dispute resolution  

Work highlights 

Advised Madam Zhang Lan and her companies in a high-profile dispute regarding numerous issues arising out of the company at the board level and from the subsidiaries around the world. The underlying dispute between the parties relates to CVC Capital Partners’ acquisition of an indirect majority shareholding in the South Beauty chain of restaurants from Madam Zhang and her corporate vehicles.   

Key clients 

Hang Heung Cake Shop, Rio Tinto Shipping, WTT HK 

Labour and employment  

Work highlights 

Represented a client who is defending a claim for wrongful and unreasonable termination, unpaid wages and bonus. This case is likely to be considered one of the most significant employment cases of 2018 as there will be a determination of matters not considered before in Hong Kong courts, including a full determination of whether an employee is entitled to commission on dates he did not work and in circumstances where commission is only generated by sales made by the employee. 

Restructuring and insolvency  

Work highlights 

Represented Cellmark in defending a claim made by Deloitte, being the liquidators of a subsidiary of a listed company in Hong Kong of over HK$2 billion, for conspiracy and diversion of a certain company’s assets. 

Acted for clients who filed a winding-up petition against China Shanshui investment Company. 

Client feedback 

“They are very quick in response and to provide advice. They are reasonable and smart. Compared to a Japanese litigation firm, they seem to be a little bit hesitant to be aggressive in the strategy, but once we raised the issue and shared our perspective, they could discuss deeply together and come up with a better solution.” - Dispute resolution  

“The strengths of the firm include high professional standards, taking the client's interest first, and competence in related legal issues. I am particularly impressed with Andrea, the partner in charge.” - Labour and employment 

“The firm is a boutique firm with a strong China practice. The lawyers are detailed, efficient and knowledgeable.” - Dispute resolution  

 “Gall has been very professional throughout. Setting out the issues from the outset with a game plan on to deal with the authorities. Of course at the end, everything worked out as expected and our problems were solved.” - Labour and employment 

“All the solicitors I have worked with at Gall are extremely competent, hard-working and demonstrate the ability to ‘think outside of the box’ in solving problems and issues that arise during the course of the litigation.” - Dispute resolution  

Corporate and M&A 

Work highlights 

Advised a children’s fashion company when the majority stake of the business was acquired by a private equity fund.  

Assisted a fitness centre that wished to exit the fitness industry within a short period of time. 

Dispute resolution  

Work highlights 

Represented a well-known business entrepreneur in Hong Kong in personal and commercial disputes with his own godchild. Their conflict had escalated into a shareholders’ dispute that has lasted three years. 

Labour and employment 

Work highlights 

Represented a senior staff member of a tertiary institution who commenced legal proceedings in court on the grounds of disability discrimination after his employment contract was not renewed. 

Regulatory  

Work highlights 

Advised a licensed bank in Hong Kong on compliance with the revised code of conduct for persons licensed by or registered with the Securities and Futures Commission. 

Client feedback 

“Gallant stands out in many meaningful ways. It is dedicated to providing a professional and efficient service to clients and especially always stays one step ahead of the process. Its attorneys are courteous, knowledgeable and well-experienced, their advice is invaluable and reliable.” - Dispute resolution 

 “They are professional, knowledgeable, efficient and reliable.” - Insurance 

 “Gallant has been providing professional and efficient services.” – Real estate 

Core strengths include construction, project and infrastructure development, as well as mid-market capital markets and corporate matters.  

Capital markets 

Work highlights 

Acted for Somerley Capital as sponsor in the listing of Amasse Capital on the GEM of the HKSE. 

Key clients 

Fortunet E-Commerce Group, Huarong Investment Stock Corporation, Innovax Capital, Leyou Technologies Holdings 

Corporate and M&A  

Work highlights 

Advised China Sandi Holdings on its Rmb658 million acquisition of 95% of the equity interests in each of two PRC companies carrying out property development business through its indirect wholly-owned subsidiary.  

Key clients 

Carnival Group Holdings, Nordic Aviation Capital  

Dispute resolution  

Work highlights 

Acted for Crown Melbourne and other companies in the Crown Group in two consolidated 15-party high court actions. These actions rose from claims against the clients relating to sums allegedly misappropriated by a former partner of the plaintiff law firm. 

Key clients 

China Harbour Engineering Company  

The firm hired consultants Aikaterini Somi and Richard Grams from Holman Fenwick Willan and FitzGerald Lawyers respectively during the research period. Somi is an aviation and shipping specialist, while Grams will focus on the firm’s general corporate and commercial practice.  

Corporate and M&A  

Work highlights 

Represented a client that intends to acquire a group of companies in Hong Kong valued at HK$427 million. The target engages in the wholesale distribution of motor vehicle supplies to major markets in Asia and the Middle East. 

Key clients 

The Pavilions Resort  

Dispute resolution  

Work highlights 

Advised a client claiming breach of contract and extortion against a defendant who is counterclaiming in excess of HK$10 million.  

Key clients 

Cronimet Group, Hargreaves, Print-Rite, Zedra 

Labour and employment 

Work highlights 

Advised a former managing director in connection with substantial claims for commission and profit share valued at approximately $10 million. The issues of law include contracts and the importance of pre-contract negotiations, equity, and the application of the employment ordinance. 

Client feedback 

“The partners adopt a hands on approach resulting in pragmatic, timely and results-oriented advice.“ - Restructuring and insolvency 

 “They diligently guided us through the process. They worked closely with us and provided support where necessary.” - Intellectual property  

“Partners have fast reactions and are very efficient, capable and customer-oriented. It is a well- organised firm.” - Dispute resolution  

“Problem solved in a cost effective manner.” - Intellectual property  

Corporate and M&A   

Work highlights 

Represented Huazhang Technology in a major transaction to acquire a group of logistics and warehouse companies in China for a total of HK$205 million. 

Dispute resolution  

Work highlights 

Advised a client in a case against four of the minority shareholders of China Shanshui Investment Company. The dispute involves an action against a certain individual shareholder by other company shareholders that the former is holding the shares in a trust on their behalf. This case is significant as it is the first occasion for a Hong Kong court to rule for the appointment of receivers over shares in a Hong Kong company as interim measures in support of arbitral proceedings. Ultimately, the Court granted an order of appointment of receivers in our client’s favour.  

Key clients 

Transmit Entertainment  

Client feedback 

“Quick-responses and thorough solutions.” - Regulatory 

“Its strength is that it has a strong network in the PRC.” – Capital markets 

“It is very good. The team could respond to queries promptly and could give concrete and solid advice on the issues. It provided comments on the documents to be submitted to the HKSE and gave advice in relation to the queries from the HKSE. They demonstrated their professionalism in this work.”- Capital markets 

 “They are knowledgeable in the field of the matter handled and provided timely feedback and assistance.” - Capital markets  

Timothy Loh hired Greg Heaton from the SFC as a senior consultant during the research period. 

Corporate and M&A   

Work highlights 

Advised a client involved in a private equity fund acquisition of a company that owns a substantial piece of Hong Kong real estate. 

Investment funds 

Work highlights 

Advised a client in relation to the establishment of a private equity real estate fund, including negotiations with anchor investors to invest in both the fund and the management group, and arrangements with shareholders of the management group. 

Regulatory  

Work highlights 

Advised a vendor on a matter relating to the change of control of a leading Hong Kong authorised insurance company.   

Represented one of the world’s leading hospitality and hotel operators on Hong Kong regulatory issues arising from the proposed launch of a new timeshare club. 

Advising a client on licensing issues relating to the provision of an online platform for trading cryptocurrency derivative products. 

Relative newcomer to the independent Hong Kong scene, Vivien Teu & Co offers investment funds expertise and corporate area strengths. It works in a non-exclusive cooperation with PRC outfit Llinks Law Offices. It recently broadened its financial services offering to include wealth management and private client work.

Banking and finance

Work highlights 

Engaged in a complex asset restructuring and refinancing involving notes issuance and asset management arrangements.

Advised numerous China QDII clients and on other transactions relating to China outbound investments, involving establishing or investing in note programmes or investment structures  

 
Capital markets  

Work highlights 

Advised on the establishment of employee incentive schemes (RSU schemes) and setup of employee benefit trusts for a Mainland Chinese company in preparation for a proposed Hong Kong listing.  

Corporate and M&A  

Work highlights 

Acted for Gaw Capital on its purchase through a Hong Kong SPV from SOHO China of 100% of shares in a wholly foreign-owned enterprise. Llinks advised on the PRC law aspects. This WFOE owns a 55% interest in the Shanghai Commercial Development, SKY SOHO, which is a group of Class A office buildings in Shanghai’s Linkong Economic Park district. 

Advised Hangzhou Enniu Network Technology Company in respect of its mandatory general offer to acquire all the issued shares in the capital of China Netcom Technology Holdings. 
 

Client feedback 

“Prompt and reliable services with good sector knowledge.” - Investment funds 

 “It is professional with high efficiency.” – Banking and finance 

 “Vivien and her team provided ongoing practical and feasible legal advice.” - Investment funds 

A well-balanced, full-service law firm with a market-leading intellectual property practice.  

Banking and finance  

Work highlights 

Represented ICBC in an acquisition financing for the acquisition of a major commercial building in Shanghai via an offshore transaction structure involving a simultaneous discharge and new security creation over a package of collaterals in multiple jurisdictions. 

Corporate and M&A   

Work highlights 

Represented Cheung Kong Asset Holdings in the HK$40.2 billion sale of the Centre, a record-breaking deal for office buildings in Hong Kong.   

Key clients 

ICBC 

Intellectual property  

Work highlights 

Advised Universal Music in the court proceedings against a large chain karaoke operator in Hong Kong seeking injunction and damages against unauthorised continued use of karaoke music videos. 

Key clients 

Intellectual Property Department of the Government of the HKSAR, The Hong Kong Research Institute of Textile and Apparel 

Private equity  

Work highlights 

Advised Amcorp Properties in the documentation relating to the establishment of an investment fund with another partner for investment in PRC real estate. 

Restructuring and insolvency   

Work highlights 

Acted for the provisional liquidators of Up Energy Development Group in various legal issues concerning the restructuring of the company, including preparing financing documents and agreements to facilitate the restructuring attempts.  

Key clients 

Le Corporation  

Client feedback 

“The firm has a high professional standard and provides a good quality service.” - Corporate and M&A  

“Very professional, effective and personalised services. We are very pleased with their services over the last 10 years and no major complaints so far.” – Investment funds 

 "The firm is a market leader in real estate and they demonstrated their strength in executing the transaction.” - Real estate 

 “Very good, very efficient, and professional at a reasonable fee.” - Banking and finance 

 “They are very timely in responding. They provide clear instructions and information without a language barrier or misunderstandings. They are reasonable with their costs and get things done timely. They are patient when I ask for further information or details to help make a decision.” - Intellectual property 

Capital markets   

Work highlights 

Acted for Guangzhou Automobile Group in relation to its non-public issuance of new A-shares to certain investors. 

Key clients 

CK Asset Holdings, CSPC Pharmaceutical Group, Henderson Land Development, Hopewell Holdings, Kiddieland International 

Corporate and M&A 

Work highlights 

Advised Henderson Land Development Company in connection with its HK$8.6 billion disposal of various PRC projects. 

Key clients 

ARA Asset Management, PCCW, Soundwill Holdings, Tianjin Port Development Holdings, Tsingtao Brewery Company