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Introduction
Shanghai is the leading financial centre of China, and with over 250 lawyers AllBright Law Firm is the largest law firm in Shanghai, the third largest law firm in China by revenue and is consistently ranked as one of the top five law firms in China by leading industry directories. AllBright provides comprehensive legal services to multinational corporations, international financial institutions, foreign invested enterprises, government departments and domestic enterprises, organizations and individuals. AllBright's major practice areas include dispute resolution, banking and finance, capital markets, mergers and acquisitions (M&A), foreign direct investment (FDI), intellectual property, private equity and real estate and construction.
Awards and Recognition
Awarded National Outstanding Law Firm status by the Ministry of Justice, AllBright was the winner of the Asian Legal Business (ALB) award for Best Law Firm in Shanghai in 2004, 2005 and 2007 and a finalist for the same award in 2006 and 2008. AllBright is also winner of ALB awards for Insurance Law Firm of the Year for 2006-2008, and Commercial Litigation Law Firm of the Year for two years. Other ALB awards include Best Corporate Counsel for 2006, IT / Telecom Law Firm of the Year for 2005, Equity Capital Markets Law Firm of the Year for 2004, and according to reports by the China Securities Regulatory Commission (CSRC), AllBright advised on more domestic IPOs in China in 2007 than any other Chinese law firm.
Representative Clients
Representative clients of the firm include Shanghai Electric Group, Shanghai Airport Group, People's Insurance Company of China, Bank of Communications Shanghai Branch, Standard and Chartered Bank, Bank of China, Bank of Communications, China Construction Bank, Colony Capital, Shanghai Industrial Development Co., Ltd., Shanghai New Huangpu Properties Company Limited, Shanghai Fortune Industrial Joint-Stock Co., Ltd., Shanghai Fosun Group, General Motors, Colony Capital, Lightspeed, Shanghai Science and Technology Investment Co., Ltd., Hutchison Whampoa Properties Group, Hongkong Li Feng Holdings Group, Microsoft Corporation, Motion Picture Association of American, Nike International Ltd., Hyundai Corporation and Asahi Corporation, among others.
Founding and Offices
Formed in 1999 through the merger of Shanghai Jin Lian Law Office, Great Wall Law Office and Shanghai Tian He Law Firm, AllBright has offices in Shanghai, Beijing, Shenzhen and Hangzhou. AllBright's headquarters are located in Shanghai, where it maintains its largest presence and provides the full range of legal services to major domestic and international corporate clients. AllBright's Beijing office focuses on anti-dumping, finance and corporate securities, the lawyers in its Shenzhen office specialize in corporate securities and litigation, and its Hanzhou office concentrates on general corporate commercial and litigation matters for domestic private companies
Qualifications and Background of Lawyers
Of AllBright's more than 250 licensed legal practitioners, almost half have obtained masters or PhD degrees in law, and approximately one quarter of AllBright's lawyers have completed foreign legal education programmes in the UK, Japan, Australia, USA, Germany, Canada, Belgium or Hong Kong. Approximately 50% of AllBright's lawyers are fluent in one or more foreign languages, including English, German, French, Korean and Japanese, and many of the firm's more senior lawyers have previously worked for leading international law firms in China and abroad.
Government Relations
AllBright maintains close working relationships with key national and municipal government departments, regulatory authorities, judicial officials, professional organizations and leading legal academic organizations and scholars. For example, AllBright's lawyers include the former President of the East China University of Politics and Law, former dean of the law school at Shanghai Jiaotong University, Vice-Chair of the Shanghai Lawyers' Association and a former senior official with the Ministry of Justice in Beijing. AllBright's lawyers are members of the CSRC Stock Issuance Examination and Verification Commission in Beijing, the Standing Committee of the Shanghai Municipal People's Congress, the Shanghai Municipal People's Political Consultative Commission, various committees of the Shanghai Lawyers' Association and the Shanghai Municipal Arbitration Commission, and AllBright's lawyers also act as legal counsel to the Pudong government, the Shanghai Futures Exchange, the Shanghai United Assets and Equity Exchange (SUAEE). AllBright also acts as a licensed agency for enterprise registration, with certification from the Shanghai Administration for Industry and Commerce.
Main Practice Areas
The Dispute Resolution Practice Group represents one of AllBright's core strengths, being comprised of approximately 40 specialist lawyers. AllBright represents clients in all types of domestic civil, administrative and criminal litigation, arbitration, and alternative dispute resolution actions. AllBright also assists clients in connection with resolution of international disputes, represents domestic clients in foreign arbitration proceedings, and also helps multinational clients enforce their foreign arbitral awards and judgments in China.
AllBright approaches dispute resolution in a pragmatic, business-oriented manner, and its lawyers are as familiar with arbitration as they are with litigating in court. In all cases, AllBright's lawyers assist their clients to resolve disputes in the way best suited for each matter, including mediation, adjudication and expert determination. AllBright's attorneys are also very experienced with the issues and tactics in regulatory investigations.Key partner in the litigation practice of AllBright is Bao Wei (see bios of key partners below).
Representative litigation matters include:
- Successfully represented Bank of Communications Shanghai Branch in an action against the Agricultural Bank of China Shanghai Branch on an appeal relating to a deposit receipt dispute
- Successfully acted for Westpac, Australia First Bank, against China Construction Bank Jiangsu Branch with regard to disputes relating to security for financing
- Successfully represented general contractor of Ganglu Square against a subcontractor with regard to construction project contract disputes
- Successfully acted for Shanghai Electric Group against Jiangsu Huangqiao Power Plant in regard to power-plant construction contract disputes
- Acted for Taibo Shuntian (China) Co., Ltd. on its bankruptcy and liquidation.
Banking and Finance
AllBright's banking and finance practice is comprised of more than 30 specialist lawyers and is recognized as a leading Chinese banking practice. AllBright represents both domestic and international financial institutions as well as borrowers in connection with the preparation of loan documents, performance of due diligence, and the provision of advisory services on the granting and perfection of security interests for debt facilities ranging from straight-forward cash advances to project finance, construction facilities, foreign currency lending and consumer credit. AllBright's attorneys also have extensive experience in advising Chinese and foreign banks on regulatory compliance issues in China.
Key partners in the Banking and Finance Practice Group of AllBright include Donna Li and Nie Hongsheng (see bios of key partners below).
Representative banking and finance matters include:
- Acted for Oriental Pearl Broadcasting TV in a syndicated loan for its tower project
- Acted for Kerry Everbright in a syndicated loan for a city project in Zhabei District, Shanghai.
Capital Markets, Private Equity and Venture Capital
AllBright has established one of China's premier capital markets practices by assisting clients in all aspects of capital structuring and financing. AllBright advises on public offerings, private placements, shareholder rights, anti-takeover measures, board issues, securities disputes, limited partnership syndications, etc. AllBright's lawyers are members of the CSRC Stock Issuance Examination and Verification Commission in Beijing and boast close ties to the key regulators.
AllBright also is active in advising private equity and venture capital funds in respect of fund formation, growth equity, leveraged and management buyouts, leveraged recapitalizations and divestitures. AllBright also provides a variety of legal services to portfolio companies of private equity and venture-backed firms, such as financing transactions, employment matters, complex litigation matters, government affairs and government contracts. AllBright's client base includes venture capital firms whose collective equity investments entail early, middle and late stage rounds. The firm's private equity clients typically focus on control acquisitions and involve acquisition targets that are privately-held small and middle market businesses.Key partners in the AllBright's capital markets, VC and PE practice include Zhu Linhai, Victor Wang, Shen Guoquan and Jin Liming (see bios of key partners below).
Representative capital markets and fund matters include:
- Acted for Shanghai Zhangjiang Hi-Tech Park Development Co., Ltd. on its issuance and listing of A shares
- Acted for Shanghai Lujiazui Finance & Trade Zone Development Co., Ltd. on its issuance and listing of A shares
- Acted for Shanghai Jiaoda Withub Information Industrial Co., Ltd.'s IPO on the Hong Kong Growth Enterprise Market
- Acted for European general partners in raising a US $100 million bio-science fund in China
- Acted for the general partners and initial investors in raising US $250 million for a China-focused private equity fund.
Corporate, M&A and FDI
AllBright has a broad corporate practice with more than 40 transactional lawyers who act for leading companies and financial institutions across a wide variety of industries on a broad range of corporate matters, including general corporate, corporate maintenance, M&A, FDI, corporate restructuring, corporate governance, state-owned enterprise issues, and MBO / LBO related transactions.
AllBright has strong expertise in assisting foreign companies to develop strategies for establishing business in China, including WFOEs, joint-ventures, franchises and outsourcing relationships. AllBright is officially certified for consulting on foreign investment projects by the Ministry of Commerce, and the Shanghai Judicial Bureau has certified the firm to provide foreign certification services for foreign related projects and transactions. AllBright also advises Chinese enterprises as the domestic counterparty to such FDI transactions.AllBright advises both buyers and sellers in a wide variety of domestic and cross-border M&A and private equity transactions. AllBright's M&A attorneyswork closely with the firm's tax, intellectual property, employment, finance and other specialist attorneys as required.
AllBright also advises special committees of boards of directors, investment banks, and other M&A principals and financial advisors. AllBright regularly represents buy-out funds, mezzanine debt funds and other acquisition vehicles, both with respect to their structuring and formation and in connection with subsequent investments. The firm is also experienced in restructurings, reorganizations, divestitures and spin-off transactions.
Key partners in the Corporate, M&A and FDI Practice Group of AllBright include Victor Wang, Bao Fangzhou and Mike Chiang (see bios of key partners below).
Representative corporate, M&A and FDI matters include:
- Acted for Shanghai Fortune Industrial Joint-Stock Co., Ltd. on the acquisition of Shanghai Yuyuan Tourist Mart
- Acted for Railpartner Co., Ltd. on the establishment of an equity joint venture with the Chinese Railway Department concerning the operation of luxury tourist trains
- Acted for the investors on Series B and Series B1 investments in NineYou International Ltd. together with Fuxing Investment Fund, a Japanese strategic investor
- Acted for Shanghai New Huangpu Properties Company Limited on its development and construction of Waitanyuan Project
- Acted for Shanghai Electric Group on its restructuring and reorganization.
Real Estate
AllBright's attorneys advise domestic and international property developers in their commercial, residential and industrial developments in the current dynamic, multi-faceted Chinese real estate climate. The firm represents clients in a wide range of real estate transactions involving the acquisition, financing, development, construction, management, operation, leasing and sale of office, retail, industrial, health care and residential properties. The firm also has advised a number of construction and architectural firms is establishing operations and bidding on projects in China, and AllBright is jointly certified to provide legal services for public tendering and bidding of large and medium-sized infrastructure construction projects by the State Development and Planning Commission and the Ministry of Justice. The firm is also licensed to provide legal services in connection with state-owned property by the Ministries of Finance and Justice.
Key partners in the Real Estate Practice Group of AllBright include Huang Yi and Bao Fangzhou (see bios of key partners below).Intellectual Property
Protection of intellectual property rights is one of the most significant issues facing both international and domestic businesses today in China. AllBright has substantial experience in assisting clients to protect and enforce IP rights by drafting appropriate agreements and licenses and the pursuit of administrative, civil or criminal actions. AllBright has more than 25 specialist IPR attorneys with extensive experience in the registration of trademarks, copyrights and patents and the enforcement of all categories of IP rights before all relevant government bodies and tribunals in China. In addition, the Ministry of Justice, the State Science and Technology Commission and the State Administration of State Assets have jointly certified AllBright to provide specialized legal services to technology enterprises. The firm's IP clients include numerous leading global and domestic companies.
Key partners in the IP Practice Group of AllBright include Chen Naiwei and Jin Zhong De (see bios of key partners below).Employment and Labour law
Labour and employment law is one of AllBright's key areas of expertise. The firm has substantial experience in advising both foreign and domestic clients on recruiting, employer-employee relations, training, non-compete and confidentiality agreements, employee termination and downsizing and post-employment matters such as litigation and other forms of dispute resolution.
AllBright advises employers with China operations in all aspects of Chinese employment and labour law, including:- Overall legal compliance, including employee protection, benefits, maternity leave and sickness allowance requirements, severance and long-term service payments and termination requirements
- Employment-related documents, including employment contracts, employee handbooks, non-competition and non-disclosure agreements, IPR protection agreements, overseas training agreements and termination agreements
- Social security, housing fund and welfare benefits
- Stock options
- Termination and retrenchment
- Labour dispute resolution, including mediation and negotiation with employees (and trade unions), as well as the handling of arbitration and litigation
- Expatriate employment in China
- Specific employment matters regarding mergers and acquisitions, transfers of business undertakings and restructuring of corporate entities.
Bios of Key Partners
Shi Huanzhang is a senior partner of AllBright. He obtained an L.L.B. from Peking University. He is the former president of the East China Institute of Politics and Law and the former dean of the law school. Mr. Shi is the vice chairman of the Shanghai Lawyers' Association, a member of the legal counsel team for the Pudong government and a member of the Standing Committee of the 10th Shanghai People's Congress. His practice focuses on corporate law and business transactions.
Zhu Linhai is a senior partner of AllBright. He began his career at Shanghai No. 1 Law Firm, after earning an L.L.B. from East China University of Political Science and Law and an L.L.M. in International Economic Law from Fudan University Law School. He later co-founded Shanghai Fuxuanjie Law Firm. In 1997 Mr. Zhu joined Blake Dawson Waldron and worked as a Chinese law consultant in its Sydney Office. In 2000 he joined AllBright. Mr. Zhu is qualified with the China Securities Regulatory Commission and the Ministry of Justice and specializes in corporate securities.
Bao Wei is a senior partner and a leading partner in AllBright's litigation and arbitration practice. He advises clients on disputes relating to banking, insurance, real estate, economic contracts, intellectual property, bankruptcy and liquidation, customs, taxation and other matters. He received an L.L.B. in Law from Shanghai University in 1991 and obtained his Chinese bar qualification in 1992
Shen Guoquan is a senior partner and a leading partner in the firm's domestic and overseas listing practice. He received an L.L.B. and an L.L.M. from the East China Institute of Politics and Law, and obtained his Chinese bar qualification in 1993. He is a member of the Sixth and Seventh Stock Issuance Examination and Verification Committee of the China Securities Regulatory Commission.
Victor Wang is a senior partner and a lead partner in AllBright's corporate, M&A and FDI and capital markets, private equity and venture capital practice groups. He advises clients on FDI, M&A, financing, banking and fund raising. He was an attorney with Kaye Scholer and Linklaters, where he acted on behalf of multinational corporations and investment funds. He received an L.L.B. from Fudan University, an L.L.M. from University of Iowa Law School and a JD from Notre Dame University Law School.
Nie Hongsheng is a leading partner in the Banking and Finance Practice Group of the firm. He advises clients on banking laws, securities laws, futures, etc. He was qualified in 1990. He also received his LL.M degree in civil and commercial law from Shanghai Academy of Social Sciences.
Bao Fangzhou is a partner in the Corporate, M&A and FDI Practice Group of AllBright. He received an L.L.B. in international law from the East China Institute of Politics and Law and an L.L.M. in commercial law from the Shanghai Academy of Social Sciences. Mr. Bao has worked as the lead lawyer on numerous projects, including company capital restructuring, domestic and overseas public and private stock issuances, corporate reorganization and restructuring, M&A and stock incentive plans. He is the legal advisor to the SUAEE and participated in formulating the procedural rules and policies for the transfer of state-owned property through the SUAEE.
David Chen (Naiwei) is a senior partner of the firm, and former dean of the Law School of Shanghai Jiaotong University and head of the Intellectual Property Research Centre of Jiaotong University. From 1993 to 1994 he served as a senior visiting scholar at the Law School of the University of Washington and from 2001 to 2002 as a Fulbright scholar at the Law School of the University of Pennsylvania. In addition, he is also director of China Law Association on Science and Technology, vice-chairman of the E-commerce Committee of Shanghai Bar Association, a listed expert of the Domain Dispute Settlement Centre under CIETAC, a listed arbitrator for the Court of Arbitration for Sports under the International Olympic Commission, a listed arbitrator for Shanghai Arbitration Commission and a specially invited researcher at the Intellectual Property Centre of Shanghai Fudan University. He currently is the lead partner for AllBright's IP practice group, and he advises clients on intellectual property, technology transfer, e-business, and legal protection in the IT industry.
Jin Zhongde is a senior partner in the IP Practice Group of the firm. He advises clients on production, investment and distribution of TV plays and movies, copyrighting audio and video products, software copyright protection and media and press law. He was qualified in 1988. He received an L.L.B. from East China Institute of Politics and Law and obtained his Chinese bar qualification in 1988.
Shanghai Office
Citigroup buildings Office:
Hong Kong Plaza Office:
Hangzhou Office
5F, Tower A, Huahong Building
No. 238, Tianmushan Road
Hangzhou Municipality, Zhejiang Province, 310013
Tel +86 571 5689 0188
Fax +86 571 5689 0199
Beijing Office
820, Nanxincang International Tower B
No.22A, Dong Si Shi Tiao
Dongcheng District, Beijing 100007
Tel +86 10 5169 0115
Fax +86 10 5169 0118
Shenzhen Office
20F, Tianmian City Tower
Mid-Shennan Road
Shenzhen, 518026
Tel +86 755 8281 6698
Fax +86 755 8281 6898