Billy CHEUNG
Practices
- Corporate, Cross-border Investment/M&A, Capital Markets, Financing
Bar Admissions/Professional Qualifications
- PRC Bar, 2009
Working Languages
- Chinese
- English
Social Activities
- Member of the Cross-border Investment Legal Professional Committee of Guangdong Lawyers Association
- Member of the Pioneer Talent Pool for Foreign Related Lawyers in Guangdong Province
- Member of the Leading Talents for Foreign Related Lawyers in Guangzhou
Personal Introduction
Billy CHEUNG is licensed in the PRC and has been practicing the laws for over 12 years. Billy graduated from Xi’an International Studies University with a BA in English and obtained a master’s degree in law from Sun Yat-sen University. As a native Mandarin, Cantonese and Hakka Dialect speaker, Billy also has excellent English speaking and writing skills, and he can communicate in French simply as well.
Billy practices primarily in the areas of Investment/M&A, Financing & Capital Markets, Corporate Governance, Litigation & Arbitration, Compliance, etc. By now, Billy has advised and provided high quality services to many renowned Chinese and international clients, and the government departments, etc., and he has assisted dozens of international companies, well-known international private equity funds and several overseas investors to invest in China. He has accumulated rich experience, especially in the legal section of cross-border investment/mergers and acquisitions. At the same time, with the rapid development of China’s economy, Billy has also assisted a few domestic companies to invest overseas in the past few years.
Billy has advised the following selected clients: Platinum Equity, Dell, Henderson Land(HK), Hang Lung Properties(HK), Swire Pacific Limited (HK), Giorgio Armani, Hong Kong Jockey Club, Yuexiu Enterprises (Holdings) Limited, Yuexiu Real Estate Investment Trust (00405.HK), COSCO SHIPPING Specialized Carriers Co., Ltd. (600428.SH), Dongguan Communications Investment Group Co., Ltd. etc.
Representative Cases
CORPORATE/FOREIGN DIRECT INVESTMENT
- Advised on the Joint Venture Project – Guangzhou Yuexiu International Congress Center –between Guangzhou Yuexiu Group Corporation and GL events SA (France);
- Advised COSCO SHIPPING Specialized Carriers Co., Ltd. (600428.SH) on incorporating Guangzhou COSCOCS-DEME New Energy Engineering Co., Ltd. with GEOSEA NV, which is the subsidiary of DEME group (Belgium);
- Advised Giorgio Armani (Shanghai) Trading Co., Ltd to merge the assets from Shenzhen Hemei Group Co., Ltd;
- Advised Henderson Land on a project related to the old urban area transformation in Shenzhen;
- Advised Hong Kong Jockey Club on the establishment of the joint venture;
- Advised Dell (China) Co., Ltd. on the equity transfer project of its Zhuhai Subsidiary;
- Advised Gemdale Group on the establishment of Gemdale Love Fund;
- Advised Giorgio Armani on its general operations;
- Advised CO-RO Food (China) Ltd. on its general operations;
- Advised Jinkuiding (Tianjin) Trading Co., Ltd. on its general operations;
- Advised California Innovations Inc. on its general operations;
- Advised COSCO SHIPPING Specialized Carriers Co., Ltd. (600428.SH) as its perennial legal counsel;
- Advised Guangzhou Poly Microcredit Co., Ltd. as its perennial legal counsel;
- Advised ITS PARTNER OUTSOURCING BUSINESS SOLUTIONS, S.L. on its general operations;
M&A AND CAPITAL MARKETS
- Advised Yuexiu Real Estate Investment Trust (00405.HK) on the acquisition of Guangzhou International Finance Center for CNY 8.85 billion;
- Advised Dongguan Communications Investment Group Co., Ltd. to acquire 50.995% shares of Happy Life Insurance Co., Ltd. jointly with Champion Property & Casualty Insurance Co., Ltd. from China Cinda Asset Management Co., Ltd.;
- As the legal counsel of the People’s Republic of China (“PRC”) advising Yuexiu Real Estate Investment Trust (00405.HK) upon the acquisition of a high-quality commercial project from Yuexiu Property Company Limited (00123.HK) in the central downtown area of Wuhan. The value of the project transaction was RMB 2.28 billion, and the Transaction was approved by fund holders with a high favorable rate of 99.98% at the fund shareholders’ special meeting held by Yuexiu REIT;
- Advised the famous American private equity fund, Platinum Equity, on acquiring Chinese Manufacturing Businesses from Broadway Industrial Group Limited, which covers 11 PRC entities separately located in the Mainland of PRC and Hong Kong Special Administrative Regions (“HK SAR”);
- Advised COSCO SHIPPING Specialized Carriers Co., Ltd. (600428.SH) on Non-public Offering of A Shares, and acted as legal counsel for the issuer COSCO SHIPPING Specialized Carriers Co., Ltd., successfully raising RMB 2.499 billion
- Advised Platinum Equity on the acquisition of the shares of one foreign invested company;
- Advised the subsidiary of Yuexiu Real Estate Investment Trust (00405.HK) on the potential
- bidding of the equities of one real estate group from Southern United Assets & Equity Exchange;
- Advised Guangzhou Development Zone Caihui Venture Service Co., Ltd. as the subsidiary to Guangzhou Development Zone Talent Working Group on the acquisition of the new issued shares of Guangzhou Sailong Additive Manufacturing Co., Ltd.;
- Advised Poly Group Investment Consulting Co., Ltd. on the acquisition project in Chengdu;
- Advised Guangdong Junfeng spectrum Co., Ltd. on the acquisition project;
ADMINISTRATIVE LEGAL SERVICES
- Advised Guangzhou Municipal Administration for Market Regulation, and have handeld more than 100 cases;
- Advised former Guangzhou Haizhu District Market and Quality Supervision Administration as its perennial legal adviser;
- Advised Guangzhou Municipal Administration for Market Regulation on the compilation of laws and regulations in the fields of quality supervision, industrial and commercial administration, food and drug supervision and intellectual property rights;
- Advised former Guangzhou Administration for Industry and Commerce on the selection of typical cases of administrative review and administrative litigation;
- Advised former Guangzhou Administration for Industry and Commerce on the compilation of industrial and commercial administrative regulations;
- Advised former Guangzhou Administration for Industry and Commerce on the compilation of the list of rights and responsibilities for administrative punishments;
- Advised former Guangzhou Administration for Industry and Commerce on the guideline for the preparation of evidence guidance for execution connection between the administration and criminal;
- Advised former Guangzhou Administration for Industry and Commerce on the amendments to the registration and the cooperation execution matters;
- Advised former Guangzhou Haizhu District Market and Quality Supervision Administration on giving a legal lecture with the topic as “discuss relevant issues of administrative punishment from the perspective of administrative litigation”;
- Advised Guangdong Provincial Highway Management Bureau as its perennial legal adviser.
BOND ISSUES AND FINANCING
- Advised Yuexiu Enterprises (Holdings) Limited on the interbank medium term notes worth a total of RMB 8.8 billion and the ultra-short-term financing notes worth a total of RMB 20 billion;
- Advised Yuexiu Enterprises (Holdings) Limited on interbank short-term financing bonds worth a total of RMB 18 billion;
- Advised Yuexiu Enterprises (Holdings) Limited on the corporate bonds worth a total of RMB 5.5 billion and the renewable corporate bonds worth a total of RMB 10 billion;
- Advised Yuexiu Real Estate Investment Trust (00405.HK) on outbound USD bond issues worth a total of USD 1.5 billion;
- Advised Yuexiu Enterprises (Holdings) Limited on perpetual bond issues worth a total of RMB15 billion;
- Advised Yuexiu Enterprises (Holdings) Limited on Green Medium-term Note issues worth a total of RMB 4 billion;
- Assisted Yuexiu Enterprises (Holdings) Limited to successfully register RMB 10 billion medium-term notes and RMB 10 billion ultra-short-term financing notes in the inter-bank dealer association;
- Advised Yuexiu Transport Infrastructure Limited (01052.HK) on Medium Term Notes issues worth a total of USD 1 billion;
- Advised the management office of Guangzhongjiang expressway (“Management Office”) on the syndicated loan between Management Office and National Development Bank, participated in the negotiation, and drafted Syndicated Loan Contracts and related supplementary contracts valued at over RMB 10 billion. This project was honored as “China Business Law Journal’s 2013 Deals of the Year award” by China Business Law Journal;
- Advised on the syndicated loan between Guangzhou Provincial Road Administration Bureau and 11 banks, participated in the negotiation, and drafted Syndicated Loan Contracts. The syndicated loan was valued at RMB 21 billion.
INCORPORATION AND GENERAL MANAGEMENT OF LIFE INSURANCE COMPANY
- Advised Hang Lung Properties on the life insurance dispute of the employee;
- Advised one life insurance company on an incorporation project;
- Advised one online life insurance company on an incorporation project;
SERVICES
Cross-border Investment/M&A
Along with the growth of China’s economy, China is more than the workshop of the world with strong manufacturing capability. It is now also a huge consumer market of 1.4 billion people. More and more foreign investors set their sights on China and begin to pursue their business dreams by newly setting up entities in China or mergers and acquisitions (“M&A”).
Meanwhile, establishing a Chinese entity also enables foreign investors to access business in China with an official legal presence in the country. With the Chinese entities, they reach a much higher level of mutual trust, smoother communications, and firmer business connections with their Chinese local business partners and customers. In the meanwhile, accompanied by an increasing number of Chinese investments abroad, there will be also more opportunities for Chinese entities established by foreign investors to become partners for these Chinese investors.
Business establishment
-Participating in the business negotiations between foreign investors and domestic partners
-Drafting Cooperation and/or Shareholder Agreements
-Incorporating company
Corporate Issues
-Drafting NDA, Purchase Agreement, and other business agreements
-Drafting Employment and Contractor Agreements
-Advising on corporate issues such as the Amendment of Articles, changes of company address, directors, shareholders, etc.
M&A
-Conducting legal due diligence on the counterparty and/or the shares or assets to be purchased and drafting the due diligence report and legal opinion
-Participating in commercial negotiations between clients and vendor(s)
-Drafting Letter of Intent, Share Purchase Agreements, Cooperation and/or Shareholder Agreements
-Advising on Closing Issues and/or Post-closing Issues
Commercial Disputes
Commercial disputes generally arise due to misunderstanding of or failure to perform contract terms and conditions. In case of commercial disputes, people may at first try to settle the disputes by themselves but if the same failed, engage lawyers to help with the settlement. Below are some examples of ways which we Chinese lawyers may use to help our clients to settle commercial disputes. In some cases, we may use more than one way to help our clients reach a consensus.
Letters
– Issuing Cease & Desist Letter or Demand Letter
– Contacting the counter-party to follow up on the issued letter
Negotiation and Settlement
– Attending negotiations online or offline together with or on behalf of clients
– Advising on negotiation strategies
– Preparing, reviewing or amending settlement agreements
Commercial Arbitration & Mediation
– Advising on the evidence to be collected and submitted to arbitration committees
– Preparing, reviewing and amending arbitration / mediation documents
– Attending arbitration or mediation in or outside of China together with or on behalf of clients
– Reporting to clients on the progress of arbitration or mediation
Family Issues
Due to the complexity of foreign-related family issues, foreigners in China, overseas Chinese and their successors may need us Chinese lawyers to help them settle their family issues such as divorce, will and inheritance.
Divorce
– Advising on divorce strategies and procedures
– Attending negotiations online or offline together with or on behalf of clients
– Preparing, reviewing and amending divorce agreements
– Acting on behalf of clients in divorce cases before courts in China
Will
– Advising on making wills
– Preparing, reviewing and amending wills
– Executing wills for clients
Inheritance
– Advising on documents to be collected for inheriting properties in China
– Advising on inheritance related issues under China laws
– Preparing, reviewing and amending documents for inheriting properties in China
– Apply for the inheritance of properties in China and outbound transfer of inherited money
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