Asialaw Profiles
The Guide to the legal markets of the Asia-Pacific

King & Wood is known among domestic firms for being able to handle some of the most innovative banking and finance deals in the market. One peer at a rival firm says: “King & Wood is well established in the market but it has also been involved in some of the most exciting, high profile deals recently.”

The firm is especially well known for its capital markets capability and is often seen as the firm of choice for international firms looking to partner with a Chinese firm in order to help Chinese clients on Hong Kong or US IPOs.

This past year, King & Wood’s capital markets team advised on the American International Group (AIA) IPO, which was Hong Kong’s largest in 2010 at issue date. Moreover, the listing and offering was the third largest IPO in the world and the largest IPO to date for an insurance company. Partners Stanley Cha, Wan Jian Zhao, Harry Du and Rebecca Chao led Jun He’s team as issuer’s counsel.

King & Wood’s capital markets lawyers also represented four underwriters on the landmark Agricultural Bank of China IPO. The team served as PRC counsel to China International Capital Corporation, CITIC Securities, Guotai Junan Securities and China Galaxy Securities in the US$22.1 billion simultaneous A+H share offering.

Managing partner Ling Wang heads King & Wood’s finance practice.

King & Wood is inarguably one of the top firms in the China M&A space, and is able to boast high profile mandates from multinationals looking to make inbound China acquisitions. The firm’s strong competition and antitrust team is also an asset to clients looking to make successful inbound acquisitions while navigating Mofcom. One client praised this element of the M&A practice by saying: “King & Wood has a strong antitrust team. It has a large group, especially considering the size of the firm.”

King & Wood’s M&A partners recently advised Beijing Wild Wolf Investment Consulting on its 100% share acquisition of Beijing Globallink Computer Technology and Ourgame Asset (OAL) from South Korean-listed NHN and Shanghai-listed SeaRainbow Holdings. Partner Jing Gang led the King & Wood team, which acted as adviser and coordinator for Beijing Wild Wolf Investment Consulting on the December 2010 transaction.

A King & Wood team, led by partner Susan Ning, also recently represented pharmaceutical company Alcon on the proposed US$28 billion acquisition by Novartis. The proposed deal was conditionally approved by Mofcom, after which Novartis was Alcon’s majority shareholder.

Partners Xiaolei Yang, Lizi Tang, Tingmai Cai, Ping Xu and Zhigang Liu are all leaders in the firm’s M&A team.

King & Wood is known in the market as a go-to firm for both international and domestic financial entities with regards to their project and construction investments. This past year, the firm advised Hong Kong Zhuozhan (Chapter) Group in its acquisition of shares in the Bejiing Le Mall project through subsidiary company Changchun Zhuozhan Time Square Department Store Col, Ltd. After the transaction, Zhuozhan owned and managed the Le Mall commercial property. King & Wood was sole legal counsel to Zhuozhan Group in the Rmb6 billion (US$939 million) deal.

King & Wood also advised on the Changsha Meixi-Lake Project in Hunan, China. The project is intended to be a model for resource-saving and environment-friendly social construction. It involved navigating issues in connection with first grade land development, first and second grade integrated land development, city planning and infrastructure, and tax policy. The US$7.82 billion project was one of the first projects to be developed by competitive bidding and global invitation.

Lizi Tang, Ping Xu, Yingmei Cai, Xaolei Yang and Zhigang Liu are all leading practitioners.

The litigation team at King & Wood is well known as a top competitor in China. As a result of the recent global financial crisis, the firm has received numerous mandates from international banks on private equity related disputes in China. This past year, its litigation team succeeded in stopping an enforcement action against New China Life Insurance for equities valued at nearly Rmb300 million.

The dispute resolution team also represented General Electric in the first lien-related matter over leased aircraft in the PRC, and advised a Chinese clothing company in a high profile IP case. The team also advised a major Australian Ore company against a high profile PRC steel company in a Chinese court, which included claims valued at over US$110 million.

King & Wood is often seen representing financial institutions on energy project financings or supporting energy firms on capital markets transactions.

This past year, the firm represented HSBC China and Bank of Communications as lenders’ counsel on the financing for the Baicheng Taobei-Baoshan Wind Farm Phase 1 Project to NBT (Baicheng) New Energy Development. The project signals the first time a typical non-recourse wind farm project finance has been undertaken in the PRC.

In a key capital markets mandate, King & Wood served as issuers’ counsel to China Mingyang Wind Power Group as it made its NYSE IPO in October 2010. The global offering of 25 million American Depository Shares raised total funds of US$350 million. The deal was the largest IPO by a Chinese company on the NYSE. Leading finance lawyers Ling Wang and Yongmei Cai often assist on energy related transactions, as do corporate partners Zaichi Hu and Carolyn Dong.

King & Wood is known in the market for its strong full service practice that can handle complex IP matters across a broad range of issues.

The firm recently represented Shanghai Zhonghan Chenguang Stationery in a retrial case in front of China’s Supreme People’s Court. Zhonghan Chenguang Stationery used to hold a design patent for its gen-ink pen, but the patent ended before the lawsuit was initiated. The firm’s team argued that even though the patent had already ended the design was not in the public domain because the pen’s design satisfies the definition of ‘decoration of famous commodity’. The decision handed down was the first Supreme People’s Court ruling supporting the idea that a design can be protected under the Anti-Monopoly Law even after that design’s patent has ended.

Experienced lawyer Li Yong leads King & Wood’s IP department.

King & Wood’s dominant work in this sector relates to advising multinationals and domestic TMT companies on headline transactions.

For example, in 2010, the firm’s M&A practice advised Beijing Wild Wolf Investment Consulting in its successful acquisition of the total shares of Beijing Globallink Computer Technology and Ourgame Asset Limited (OAL) from Korean-listed NHN and SeaRainbow Holding Corporation. The deal meant that Ourgame once again became an entirely domestic-owned entity.

King & Wood’s practice leverages off the firm’s relationships with banks to advise on many of the major aircraft leasing and financing deals in the market. The firm’s aircraft and asset finance team has the capacity to advise clients on a range of aviation finance structures, including operation leasing, sales, financial leasing, leveraged leasing and aircraft procurement. The firm’s clientele includes Bank of America, Citibank and Export-Import Bank of China, as well as aviation corporates such as Boeing, GE Capital Aviation Services and Raytheon Aircraft.

King & Wood’s team recently advised a foreign bank as part of a syndicate that provided financing to a special purpose vehicle in order to purchase two B737-800 aircraft. This was the first time that an SPV was established in the market’s Free Trade Zone for aviation financing.

Finance head and managing partner Ling Wang is well respected in the market for his track record in aircraft purchasing.

King & Wood’s position as a go-to firm for many international corporates needing PRC counsel means that the firm has developed a leading tax practice in order to help clients with their tax related transactional needs. The practice provides legal risk analysis on M&A transactions and helps clients plan to mitigate risk when making acquisitions of targets with existing tax problems.

King & Wood’s tax practice also helps clients with transfer pricing, supply chain related tax, real estate tax, restructurings and disputes.