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Cross-Border Investment & M&A

Full-process legal services for multinational enterprises covering market entry, company establishment, M&A restructuring, investment structuring, compliance review, and exit mechanisms.

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Foreign Direct Investment

Assisting foreign investors in establishing WFOEs, Sino-foreign JVs, and representative offices in China, covering Negative List review, national security review, and sector access compliance.

WFOEJoint VentureNegative ListMarket Entry
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Cross-Border M&A

Representing acquirers or targets in share and asset acquisitions and mergers, covering due diligence, deal structuring, antitrust filings, closing, and post-merger integration.

Due DiligenceDeal StructureAntitrustPost-Merger
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Venture Capital & Private Equity

Providing investment and financing legal services for domestic and international VC/PE funds and startups, including term sheet negotiation, transaction documentation, corporate governance, and exit planning.

Term SheetSPA/SHAInvestment StructureExit Strategy
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Foreign Investment Compliance & Regulatory

Assisting clients with foreign investment security review, antitrust review, sector regulatory compliance, and cross-border data transfer assessments.

Security ReviewAntitrustData TransferSector License
17+
Years of Practice
10+
Countries & Regions
¥4B+
Total Amount in Dispute
100+
Elite Legal Team
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Professional Insights

Key insights distilled from 17 years of legal practice experience.

Structure Design

Legal Considerations for Cross-Border Investment Structures

Choosing between VIE, red-chip, and direct holding structures involves multi-dimensional considerations of foreign investment access, tax efficiency, foreign exchange controls, and exit convenience.

💡 Structure selection should "begin with the end in mind" — clarify the exit path first, then reverse-engineer the optimal holding structure.
Regulatory Compliance

Foreign Investment Security Review in Practice

Under China's Foreign Investment Security Review Measures, investments involving military, key agriculture, energy, infrastructure, and transportation sectors require mandatory security review.

💡 Incorporate security review timelines into deal planning from the start — reserve 3-6 months for the review process.
Tax Planning

Tax Structure Optimization for Cross-Border M&A

Strategic use of tax treaty networks, intermediate holding companies, thin capitalization rules, and transfer pricing arrangements to maximize tax efficiency in cross-border transactions.

💡 Cross-border tax planning must account for evolving Chinese tax reforms (e.g., CFC rules) to avoid short-term optimization creating long-term compliance risks.
Exit Mechanisms

Exit Path Planning for Foreign Investment

IPO exits, M&A exits, share buybacks, and liquidation exits each have distinct advantages. A comprehensive assessment must consider investment objectives, industry characteristics, and market conditions.

💡 Pre-set multiple exit paths and valuation adjustment mechanisms in investment agreements to avoid disputes over pricing at exit.
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Contact

Whether you are a multinational enterprise, a growing company, or an individual client, Lawyer Luo Wei and his team, with deep expertise and extensive practical experience, are ready to provide trustworthy legal services.

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Office

13-14F, Block B5, Innovation Complex,
Xincheng Science Park, Jianye District,
Nanjing, Jiangsu, China

Send Email to Inquire