Cheung Tong & Rosa Solicitors

Notary Public and China-Appointed Attesting Officer

Agents for Trade Marks

Eng | |

Corporate and Commercial

Our Corporate and Commercial service is at the heart of our practice, embracing the following major service areas:

We provide services to our clients at different stages of their corporate lifetime to assist them when they come into operation, manage their existing business relationships, form fresh alliances, raise funds for growth and tap into new business opportunities.  We also advise companies of all sizes, from domestic start-up businesses to large multinational listed companies.  We provide professional legal advice on a broad spectrum of corporate and commercial work and have expertise in dealing with negotiation, preparing legal documentation and providing advice in relation to a wide variety of corporate and commercial transactions, frequently with a cross border dimension.

Over the decade, we have witnessed the development of the Hong Kong securities market and assisted a number of IPOs on the Hong Kong Stock Exchange and have solid experience in acting for listed companies in general commercial, corporate finance, corporate governance and restructuring matters.

 

 

General commercial and corporate advisory work

 

We have demonstrated a proven ability to handle major and complex transactions, to anticipate problems and provide solutions, and to document transactions promptly and effectively. We are also able to provide concise, relevant and timely advice on all aspects of commercial and corporate law, and to provide a broad range of structured and effective legal documentation to facilitate the business of clients.  The following are the key aspects of general commercial and corporate advisory work we provide to our clients:

 

  • incorporation, acquisition and disposal of businesses and companies

  • joint ventures

  • directors' duties and liabilities

  • shareholder rights

  • corporate governance

  • securities issues

  • sale and purchase and placement of securities

  • convertible bonds and notes issue (including foreign currencies and listing on foreign exchanges)

  • debt restructuring

  • corporate reorganization

  • facilities and loans (including syndicated loans)

  • loans with options and rights of first refusals over overseas investments

  • transactions discloseable under the relevant Listing Rules

  • handling enquiry and investigation of the Securities and Futures Commission and the Hong Kong Stock Exchange

  • insolvency

  • corporate tax planning

 
 

Work involving Mainland PRC elements

We have extensive knowledge and understanding of the legislation and system of the Mainland PRC, and have extensive experience in assisting clients in a wide variety of industries to undertake different types of projects in the Mainland PRC. Throughout the years, we have built up close relationship with a network of Mainland PRC law firms and intermediaries, enabling us to provide comprehensive and one-stop services to our clients.  Our services cover:

  • advice on cross-border corporate finance projects

  • establishment of representative offices, wholly foreign-owned enterprises (i.e. WFOEs), co-operative joint ventures and equity joint ventures in the Mainland PRC

  • Restructuring existing businesses, merger and acquisition

  • sale and purchase of equity interests in WFOEs, co-operative joint ventures and equity joint ventures in the Mainland PRC

  • various commercial contracts involving Mainland PRC companies

  • attestation of documents for use in the Mainland PRC

 

IPO

 

Ever since mid 1980's, we have been providing legal service in respect of IPO work and over the years we have gained substantial experience in assisting clients of different interest in their listing applications.

 

We have assisted the listing applications of companies incorporated in Bermuda, the Cayman Islands, Hong Kong and the Mainland PRC to list in either the main board or the GEM board covering the following industries:

  • manufacturers

  • property developers

  • trading companies

  • investment companies

  • publishers

  • developers of information technology

  • providers of information technology

  • consultant of architectural engineering

Most of our listed clients have business concern all over the world and almost all of them with substantial business operation in mainland China.  We continue to act for companies to be listed or sponsors and underwriters in listing applications of diversified interests.

 

Merger and Acquisition (M&A)

 

Large cross-border M&A transactions are redefining the parameters of business, and our experience in large, complex cross-border M&A transactions enables us to act effectively on complex, multi-jurisdictional matters.

 

In recent years, we have the pleasure to work on a variety of M&A transactions, many of which involves leading players in their respective industries, including an award-winning (Asian Legal Business Award) merger of two leading multimedia consumer electronics manufacturers.

 

Intellectual Property

The firm offers a comprehensive package of services for our selected clients who are local and international brands in the strategy, protection and enforcement of their intellectual property rights in Hong Kong and other jurisdictions.  Our services includes:

  • availability search and registrability analysis of trade mark 

  • local and foreign applications for registration of trade marks and registered designs 

  • worldwide management of trade mark, design and patent portfolios 

  • recordal of licenses, assignments etc of trade mark and design rights 

  • commencement of and defence in trade mark opposition and revocation actions in Hong Kong, the Mainland PRC and overseas 

  • surveillance of infringements in Hong Kong, Macau, Mainland PRC and overseas 

  • commencement of and defence in infringement litigation of intellectual property rights and breach of confidence claims 

  • recordation of trade mark and copyright with the Hong Kong Customs and Excise Department 

  • registration of domain name and action against cyber squatting 

 

Apart from the aforesaid procedural matters, the firm has acquired extensive hands-on practical experience in the intellectual property related commercial transaction, such as:

 

  • acquisition and sale of technology 

  • advising on information technology and e-Business 

  • joint development of intellectual property rights 

  • negotiation and preparation of distribution, licensing, franchising agreements 

  • drafting of sponsorship agreements to sports and other events 

  • advising client on entertainment and media law and other related branding and copyright issues

 

Litigation

The firm’s litigation department provides full professional civil litigation service and has experience in handling a wide variety of cases.

 

We are able to provide technical knowledge to crack problem, institute or defend cases in relation but not limited to the following:

  • commercial disputes (including breach of contract, carriages of goods, letters of credit, sale of goods, etc.)

  • cross-border commercial fraud

  • regulatory compliance, regulatory investigations and defence (including successfully representing respondents in Insider Dealing Tribunal)

  • winding-up and insolvencies

  • employment disputes

  • cases concerning land 


We also have expertises in dealing with prohibitive injunctions and have solid experience in commercial crimes and defending departmental summonses.  Our firm has been acting for one of the 4 largest PRC banks in the largest fraud case in the bank's history and has successfully filed claims in HK and overseas jurisdictions.

 

In addition, our firm has substantial experience in personal injury cases (in particular acting for insurers).

 

Real Property

 

Our firm has obtained wide experience in our practice relating to real property and has developed extensive networks with various clients and public bodies.

 

We represent a range of individual and corporate clients in dealing with all aspects of legal service in relation to residential (including village type houses), industrial and commercial real estate :

 

  • acquisition and disposal of land 

  • building management 

  • feasibility studies 

  • property financing for sale and purchase 

  • land grant including representation for public land auctions 

  • modifications of land grant 

  • documentation and representation for private land tenders 

  • documentation and negotiation of tenancy, lease and licence 

  • renewal and extension of tenancy, lease and licence 

  • mortgage, loan documentation and security over real estate 

  • rating and valuation 

  • possessing rights enforcements 

  • project development and construction financing 

  • project re-development 

  • joint ventures 

  • sale and purchase 

  • sub-sale and sub-purchase 

  • documentation and advice for transfer of real estate by way of gift 

  • village type houses development 

 

Our professional service covers a wide range of work from negotiation, liaison with relevant government bodies, drafting and preparation of legal documents.


Our firm also acts in association with a number of overseas professionals with respect to overseas conveyance.

 

Private Clients and Related Services

Our firm also provide legal service to local and overseas clients in respect of tax, trust and probate matters, including: 

  • administration and distribution of estate 

  • estate planning 

  • estate settlement 

  • probate and letters of administration 

  • trusts settlement and discretionary trusts 

  • will drafting 

 

Our service ranging from giving advice, drafting and preparing of legal documents.

Copyright 2019 Cheung Tong & Rosa Solicitors. All rights reserved.