Corporate

Company and Commercial

We offer advice on all aspects of company and commercial law. Our clients range from on-shore and off-shore investment companies and import and export firms to hoteliers, securities companies, computer service and "hi-tech" companies, trading companies and manufacturers as well as shipowners and banks. With local, regional and international experience, we offer clients a wealth of experience.

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Corporate Finance

We are one of a small number of leading firms with extensive knowledge and experience in international and regional securities work. Our Corporate Finance group advises on equity and debt fund raising; public company mergers, acquisitions and takeovers; corporate reorganisations; corporate re-domicile schemes; capital restructuring; asset and business acquisitions and disposals and compliance. We were awarded the "best corporate finance and listing law firm" award at the Asian Law Awards 2000. We have also acted in a number of listings on overseas stock exchanges in London, Singapore, New York, the Philippines, Oslo and Luxembourg.

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Direct Investment and Joint Ventures

With a significant part of our client base represented by public companies, we have extensive experience in negotiating, structuring, documenting and conducting due diligence in share sales and acquisitions in both public and private companies throughout the Asia-Pacific region. We advise institutional investors, investment funds, vulture funds, angel investors and multinational corporations on management buy-outs and buy-ins, leveraged buy-outs, shareholder rights and exit strategies.

We have advised on many high profile joint ventures including mergers of existing companies and new ventures. Using our international contacts we provide a full service on cross border and multi-jurisdictional joint ventures including advice on structuring, regulatory, tax, employment and intellectual property issues.

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Growth Enterprise Market (GEM)

The Asia Pacific Legal 500 has described Richards Butler as having "a remarkable showing on GEM listings having advised on more than one third of all listings so far". Richards Butler was commissioned by The Stock Exchange of Hong Kong Limited to draft the rules governing the listing of securities on the Growth Enterprise Market and therefore has a detailed and unique understanding of the background to the rules and the Stock Exchange's views on the likely interpretation of the concepts that are new to GEM (as distinct from the Main Board). The operation of the Growth Enterprise Market commenced in the last quarter of 1999.

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Hong Kong Stock Exchange (Main Board)

A very significant portion of our corporate practice work involves advising on transactions entered into in compliance with the Hong Kong Stock Exchange Rules and securities laws, which we have played a key role in developing. To date our corporate finance group has acted in numerous Hong Kong listings including H-share listings, introductions, Hong Kong rights issues and open offers, warrant issues and placings, equity-linked transactions and ADR programmes and the full range of options and derivative products. We have also acted in transactions involving initial or secondary offerings of B-shares.

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Hospitality and Leisure Industry

We are well established in the hotel, hospitality and leisure industry and act for owners, developers, operators and financiers. Advice is regularly given on matters such as hotel and club management and franchising, technical services and related agreements; establishment of business consortia and joint ventures; receiverships and liquidations; service agreements and employment law; insolvency and restructuring of hotel groups.

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Insolvency and Restructuring

The scope of our unrivalled mergers and acquisitions practice extends to corporate restructuring. The firm has acted in a number of transactions involving the reorganisation of corporate groups and regularly advises clients who wish to streamline operations by way of spin-offs, divestitures or privatisation as well as clients who wish to acquire or dispose of assets of troubled companies. Our selection as counsel in many of the award-winning deal of the year transactions is indicative of our outstanding insolvency and corporate restructuring practice.

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Mergers & Acquisitions

Our mergers and acquisitions practice has an exceptional reputation. The Asia Pacific Legal 500 has credited us with being "probably the lead M&A practice in Hong Kong" and "one of the most successful corporate and capital markets practices". The firm has provided innovative structuring and legal advice in a number of transactions involving the acquisition and disposal of private and public companies and of their undertakings, for local and international clients which include companies and merchant and investment banks. We have extensive expertise on contested mergers and acquisitions, on negotiated transactions such as the sale and purchase of securities and assets and on corporate restructuring. We also advise directors of major public companies in the Asia Pacific region on contests in corporate control and on corporate governance.

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PRC

We have considerable experience in the formation of Foreign Investment Enterprises in the PRC and understand the legal, regulatory and taxation issues as well as the business environment of the PRC. Such Foreign Investment Enterprises include a number of equity joint ventures, co-operative joint ventures and wholly-owned foreign enterprises. Working closely with our Beijing office we have also advised clients on numerous H share and B share issues, acquisitions, trademark licensing and technology transactions and financing and security transactions within the PRC. Our clients include entities formed or incorporated in the PRC, Hong Kong, the United States, the UK, Singapore and Malaysia.

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Telecommunications

Our broad experience in the telecoms sector includes IPOs, ISPs and mergers and acquisitions of telecommunications companies, including the takeover of Cable & Wireless HKT Limited by Pacific Century Cyberworks Limited (Asia's biggest ever takeover outside Japan). We advise private and public companies, venture capital investors, telecommunications operators and developers in the fixed, mobile and satellite and broadcasting services industry. Our clients rely on our expertise spanning many different practice areas, in particular M&A, joint ventures and financings.

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