Beijing Head OfficeAdd: 18/F, Tower B, Xinsheng Plaza, 5 Finance Street, Xicheng District, Beijing 100032, PRCTel: (86-10) 6657 8066Fax: (86-10) 6657 8016Email: guantao@guantao.com Chengdu Office...
  • Release time: 2016 - 10 - 14
    On 31 October 2014, Guantao signed service contract of permanent legal counsel with Administration Bureau for Organs Directly under the Authority of the CPC Central Committee (ABO for short). 14 lawyers of different practice areas will form a power team to provide customized counsel services.A subordinated unit of General Office of the Communist Party of China, ABO is responsible for management of expenditure, finance, government car, state asset and real estate of central government, as well as life services for high-ranking government officials.
  • Release time: 2017 - 03 - 08
    On 20 January 2017, Zhi Sheng Group Holdings Limited (hereinafter referred to as “Zhi Sheng Group Holdings”, stock code: 8370.hk) had its H shares successfully listed on theHong Kong Stock Exchange Growth Enterprise Market.Zhi Sheng Group Holdings, founded in 1996, is a high-end office furniture manufacturer. Its production facilities, located in Wenjiang District, Chengdu, comprise seven buildings with total GFA of approximately 33,218.98 square meter. Its main clients include Chinese government agencies, financial institutions (state-owned and private) and other state-owned and private enterprises.Guantao Hong Kong Office acted as HK legal advisor for Zhi Sheng Group Holdings and provided HK legal services throughout the whole transaction. Leaders of this project are Mr. Lee, partner of ...
  • Release time: 2016 - 10 - 14
    On 30 June 2015, with Wang Fan, Fan Huiqiong and Zhang Bo of Xi'an office as legal counsel, Xi'an Hanshow Chemical Engineering Co., Ltd. (stock code: 832829; stock short name: Hanshow Chemical) was listed on National Equities Exchange and Quotations.Hanshow Chemical provides services of engineering design, management, consultation and engineering project contract in fields of basic chemical, petrochemical, coal chemical, fine chemical and energy chemical. With design permit of special equipment and second grade design and EPC qualifications in chemical engineering, petrochemical and pharmaceutical, Hanshow Chemical has developed into a strong engineering company with many patented technology and high-quality employees.
  • Release time: 2017 - 03 - 08
    An employee of a Guangzhou state-owned bank was charged with contract fraud involving over 27 million RMB. Tian Sihao, partner of Guangzhou Office, was the defense attorney and pleaded innocence on his client’s behalf. With rich experiences in criminal defense, Tian Sihao conducted a masterpiece of not guilty defense. The verdict of first trial pronounced the defendant’s innocence after fully adopting his defense opinion. After first trial, counterappeal from the procuratorate, withdrawal of counterappeal, the not guilty verdict took effect and the defendant was acquitted.
  • Release time: 2016 - 10 - 14
    On 29 January 2015, with Wang Yu and Hu Yanqing of Guangzhou office as legal counsel, Donguan Richtek Electronics Technology Co., Ltd (stock code: 831914; stock short name: Richtek Technology) was listed on National Equities Exchange and Quotations (New Three Board).Located at Innovation Center of Songshan Lake hi-tech industrial development zone, Richtek Technology is a hi-tech enterprise specializing in R&D, production and sales of automobile tyre inflater and energy monitoring products.
  • Release time: 2020 - 01 - 07
    Recently, The Legal 500 Asia Pacific released its 2020 ranking of law firms. Guantao was recommended in 11 practice areas, including Banking and finance, Capital markets, Corporate and M&A, Dispute resolution, Investment funds, Private equity, Projects and energy, Real estate and construction, Regional coverage: Zhejiang Province: Hangzhou, Restructuring and insolvency, WTO/International trade.In addition, 21 Guantao partners were recommended respectively:Wei Jiang: Projects and energy; Corporate and M&ALing Xu: Projects and energyLiqiu Lyu: Banking and financeLiguo Cui: Capital markets; Private equityDongying Sun: Capital markets; Corporate and M&ABo Su: Capital markets; Corporate and M&ALeiming Sheng: Dispute resolutionShaosong Sun: Dispute resolutionYang Wang: Investment...
  • Release time: 2016 - 10 - 13
    Thomson Reuters has just released M&A Markets Legal Advisory Review for first three quarters of 2015. Guantao's rankings are as follows:• Published Transaction involving Asia (excluding Japan) (AE31) - ranking 5 (ranking first in China)• Finished Transaction involving Asia (excluding Japan) (AE31) - ranking 4 (ranking first in China)• Published Transaction involving Asia (excluding Japan) (AE30) - ranking 8 (ranking second in China)• Finished Transaction involving Asia (excluding Japan) (AG31) - ranking 5 (ranking first in China)
  • Release time: 2016 - 10 - 14
    In July 2015, Guantao ranked 46 on the top 100 biggest Asia-Pacific law firm released by The Lawyer, a renowned British legal review.
  • Release time: 2016 - 10 - 14
    Guantao's impressive ranking owns to being Chinese legal counsel for reorganisation, spin-off and listing project of Cheung Kong Limited and Hutchison Whampoa Limited. This project ranks first in top 10 published Asian Transactions (excluding Japan). In July 2015, Thomson Reuters released M&A Legal Advisory Review for the first half of 2015. Based on M&A transaction value of Asian-Pacific (excluding Japan), Guantao ranks fifth overall and first in domestic law firms.
  • Release time: 2016 - 10 - 14
    On May 5th, 2015, Listed Company M&A and Reorganization Forum, co-sponsored by the Listed Company Association of Zhejiang and Hangzhou Daily in Hangzhou, releasedwhite paper of Hangzhou Listed Company M&A 2014, which ranks intermediaries involved in M&A as following:• China Enterprise Appraisals Consultation Co., Ltd. ranks first in asset evaluation agencies• Guantao ranks first in law firms• Pan-China Certified Public Accountants ranks first in accounting firms• Goldman Sachs ranks first in buyer’s financial counselThe white paper also analyzes classic M&A cases and praises Guantao's change of actual controller of Hundsun Technologies Inc. case as an excellent capital market case.
  • Release time: 2017 - 03 - 06
    On February 22 and 24, XMU-Guantao International Law Forum kicks off. It was organized by Xiamen Office and Institute of International Economic Law of Xiamen University.On the noon of February 22, first luncheon meeting was held in Youran Cafeteria.Zhang Binxin, assistant professor of XMU, introduced her research in Judge Parr’s objection in Tokyo Trial. Over ten professors and lecturers specializing in international law took part in the luncheon meeting and had a heated yet friendly discussion.On the afternoon of February 24, the first seminar of XMU-Guantao International Law Forum. Professor Xu Chongli, deputy chairman of Chinese Society of International Economic Law lectured on constructivism analysis of international law.In this seminar, a young lecturer first introduced his or her the...
  • Release time: 2017 - 03 - 06
    On 14 February 2017, Xiamen Office signed strategic cooperation agreement with Institute of International Economic Law of Xiamen University. Eminent professors, including Song Fangqing, dean of law school of XMU, and Guantao lawyers, including Li Yansheng, executive partner of Xiamen Office, attended the signing ceremony.Both parties recognized the opportunities and challenges for economic law scholars and lawyers posed by China’s rise. They fully appreciated the benefit of long-term close cooperation for each other’s development, especially in the background of The Belt and Road Initiative and Go Global strategy. For this purpose, they decided to start strategic cooperation and set up XMU-Guantao International Law Forum.XMU-Guantao International Law Forum focuses on, among other things, i...
  • Release time: 2017 - 03 - 06
    On 13 January 2017, over 200 lawyers and honored guests from all over the country gathered in Westin Hotel to join the 2017 annual celebration, with “New Office, New Page, New Leap, Elite Show” as the theme.The celebration party was orchestrated by executive committee and administrative staff of Beijing Office. After walking the red carpet in gorgeous dress, the attendees listened chorus, watched stage play, cheongsam show and modern dance, which all shows the vivacity, creativeness and charm of Guantao employees, and enjoyed three rounds of game.After that, Cui Liguo, Sheng Leiming, Han Dejing and Wang Yang gave their new year addresses and greetings. Senior staff was also awarded for their long years of dedicated service. The lottery drawing was certainly the most thrilling part. Everyon...
  • Release time: 2016 - 11 - 29
    Challenge to the Existing Law from the Frequent Hostile M&AOn the morning of 8 August 2016, Guantao invited Professor Zhu Ciyun, director of the Civil Law Research Center at Tsinghua University, to give a lecture "Challenge to the Existing Law from the Frequent Hostile M&A". Professor Zhu classified and analyzed with 27 typical cases of hostile takeover and anti-takeover by listed companies applying Chinese laws, then discussed these issues with the example of Kingkey Group vs. Kanter, at last made a self-criticism from the perspective of Corporation Law, Securities Law and others in the context of the Chinese laws.Brief Introduction of India's Investment EnvironmentOn the afternoon of 12 August 2016, Guantao invited Mr. Dipen Rughani, chief chairman of India Commerce...
  • Release time: 2016 - 11 - 29
    On 2 August 2016, the merger ceremony of Guantao Law Firm and Shenda Partners was held at Hongkou District People’s Government of Shanghai. Government officials from Hongkou District People's Government, Shanghai Bureau of Justice and Shanghai Bar Association, along with other celebrities, attended this ceremony.With over 400 lawyers, more than 100 partners and 14 offices in main cities at home and abroad including Beijing, Shanghai, Shenzhen, Guangzhou, Chengdu, HK and Sidney, Guantao Law Firm is a prestigious law firm renowned for its performance in capital markets, corporate and M&A, insolvency & restructuring, real estate, energy & resources, banking and finance as well as international trade. It has excellent performance in the rankings of ALB, China Business Law Journ...
  • Release time: 2017 - 03 - 06
    Sponsored by Guantao Law Firm in 2016, Guantao lawyers actively participated in donating for charities to Guantao Ganlin Class. 50 students of Dali Weishan No.1 Middle School joined Guantao family. The students' thirst for knowledge, enthusiasm for learning and wish for changing destiny deeply impressed us.When the new year begins, Guantao proposed an initiative again. In order to prepare a significant gift for Guantao Ganlin students, Guantao lawyers decided to donate a book corner, so that the children could know a wider world.Liu, teacher of Weishan No.1 Middle School, expressed appreciation for Guantao when receiving the books. Liu said: “Students like the books. They need spiritual wealth. These books are the best new year gifts for them. Reading will benefit the children in the w...
  • Release time: 2016 - 11 - 29
    To celebrate the Party's birthday, Party Branch of the Guantao Xi'an Office set up a series of bono activities. On 25 June, lawyer Li Wenhui, secretary of the Party Branch of Guantao Xi'an Office, senior partner Sun Dongfeng, young lawyers and staffs of administrative departments arrived at Shaanxi Aiding Center for Children of Incarcerated Parents and presented the children with food such as rice, flour, edible oil, milk, oatmeal, beans etc. and cash.This center, founded in 1996, works as a non-profit charity organization for the minor children of incarcerated parents. It has helped more than 600 minor children of prisoners get through their most difficult days, find jobs and earn their own livings. Guantao Xi'an Office will carry out "Legal Classroom" at the cen...
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  • Release time: 2016 - 06 - 11
    One of its core practice areas, it has advised issuers and underwriters for the listings of companies in almost all industries, such as power and steel industries, finance and financial services, construction and building materials, commercial real estate, chemical and mechanical engineering, pharmaceuticals, bio-engineering, non-ferrous metals, transportation, energy, environmental protection, food, tourism, and high-tech industries. Guantao also has extensive experience regarding overseas securities regulations, issuance and trading.• issuance and listing of Class A, B and H shares• direct or indirect overseas listing of domestic enterprises• corporate restructuring in preparation for public offerings• rights offering and offering of additional shares• share repurchase / buyback, spin-of...
  • Release time: 2016 - 06 - 11
    Corporate / M&A is another of Guantao's core practice areas. Guantao's services in this area include but are not limited to:• formation of various types of companies• corporate governance• setting up optimal legal and capital structures• stock ownership restructuring and share transfer• public and private mergers and acquisitions• franchise and chain store operations• general legal counsel for all enterprises• legal counsel for publicly traded companies, securities companies, fund management companies, futures companies, insurance companies, asset management companies, and investment companies• liquidation, insolvency and reorganization "We feel great gratitude for Guantao's professionalism and efficiency demonstrated in our acquisition project. "Have great v...
  • Release time: 2016 - 06 - 11
    Guantao provides high-quality legal services to banking and non-bank financial institutions, including central bank and commercial banks, policy banks, cooperative banks, joint stock banks, foreign-invested banks, trust investment companies, asset management companies, securities companies, insurance companies, fund management companies, futures companies, guaranty companies, leasing companies and other financial institutions. Guantao’s services in this area include but are not limited to: • equity participation in Chinese banks by foreign banks• formation of banking and non-bank financial institutions• Sino-foreign finance cooperation projects• foreign financial institutions access to the PRC market• risk management, liquidation and exit strategies for financial institutions• export credi...
  • Release time: 2016 - 06 - 11
    Guantao is one of the earliest law firms that established real estate department, could provide full and whole industry legal services to all kinds of clients, including government agencies, development enterprises, construction groups, financial institutions, real estate REITs, etc. Legal services of Guantao team not only contain traditional real estate development projects, such as land development (land first-level development, land use right transfer and land comprehensive development), M&A and restructuring of real estate projects, construction projects management (contracting and subcontracting, design and performance of construction contracts, final acceptance of construction projects, settlement of construction payment, etc.), sale and leasing of commercial properties, property...
  • Release time: 2016 - 06 - 11
    Guantao attorneys have extensive experience in litigation, arbitration and other alternative dispute resolution (ADR). Guantao has successfully represented many leading corporations of different industries and government departments in both domestic and international litigation and arbitration proceedings, and have gained a nationwide reputation. Guantao represents clients both domestically and internationally in litigation and arbitration matters, in areas including but not limited to: • investment disputes• equity disputes• criminal prosecution• commercial and financial fraud• all types of IP and software infringement• general torts• international trade• real estate transactions• economic crime• anti-commercial bribery "Based in Beijing, the partners at Guantao are greatly resp...
  • Release time: 2016 - 06 - 11
    Guantao is a pioneer law firm in the PRC engaged in corporate liquidation or insolvency liquidation, advising over 30 companies including non-bank financial institutions in dissolution liquidation, insolvency liquidation and insolvency reorganization. With experienced lawyers, Guantao's team has undertaken a wide variety of legal tasks such as group leader of the liquidation group, leader of insolvency administrators, and counsel for taking-over group, trustee group, and insolvency administrators. Therefore, Guantao has accumulated a wealth of valuable knowledge and practical experience in this area.Guantao's experience in this area includes the followings without limitation:• acting as member of liquidation group of corporations• acting as insolvency liquidation administrator• est...
  • Release time: 2017 - 08 - 03
    Guantao's legal services in the field of infrastructure and projects including but not limited to:  • representing and advising clients in the approval stage of infrastructure investment projects such as power, oil, gas, new energy, and environment protection in respect of the project examination and approval, verification and approval, filing or other mandatory or referenced prepositional procedures• advising on the land use rights, sea areas use rights, construction planning, building property rights and other relevant legal matters involved in infrastructure and construction projects• providing legal services for various PPP projects (including BOT, BOOT, BOO, etc.)• providing legal services for various contracts of construction project (including EPC, EPCM, PMC, etc.)• advisin...
  • Release time: 2017 - 02 - 05
    Intellectual property has been a long-time core practice and research area for Guantao, and it has successfully represented clients on a number of cases in matters including patent, trademark, copyright, trade secret, proprietary technology, integrated circuit, computer software, database protection, new plant type, the design and implementation of protection programs for the copy right / trade mark / franchise right, etc.Also, Guantao has extensive experience in the field of telecommunication and media, and provides legal services for companies' M&A, general telecommunication services, value-added telecommunication services, internet services, etc.Guantao's services include but are not limited to:• information search• application and registration of IP rights (including comput...
  • Release time: 2016 - 11 - 26
    Guantao is one of the very few Chinese law firms with substantial experiences in representing both domestic and foreign clients in merger clearance, antitrust litigation, government investigations, compliance program and counseling projects.Our antitrust lawyers have extensive and in-depth cooperation with international law firms and economic experts in order to provide our clients with high quality legal support to meet their needs in various antitrust matters.Meanwhile, the consistent communications between Guantao lawyers and the Chinese antitrust authorities, including the Ministry of Commerce (“MOFCOM”), the National Development and Reform Commission (“NDRC”) and the State Administration for Industry and Commerce (“SAIC”), have also enabled Guantao lawyers to serve the clients with th...
  • Release time: 2016 - 06 - 11
    Guantao has rich knowledge and experience in international commerce, with outstanding legal team. Guantao has provided legal services on remedy in international commerce for many large-scale enterprises, corporations and government agencies. Guantao has rich experience in anti-dumping investigation, anti-subsidy, safeguard measure, trade remedy, WTO rules on goods, service, investment and IP, as well as WTO dispute settlement procedure, custom’s classification, valuation and appellations of origin. Based on these, with a thorough understanding of Chinese substantive and procedural law, we are able to provide comprehensive high-quality legal service on for anti-dumping investigation, anti-subsidy investigation and safeguard measure of our clients. Meanwhile, Guantao has served as legal coun...
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Contact us / Expert team more
  • Beijing Head Office
  • Chengdu Office
  • Dalian Office
  • Guangzhou Office
  • Hangzhou Office
  • Hong Kong Office
  • Ji'nan Office
  • Shanghai Office
  • Shenzhen Office
  • Suzhou Office
  • Sydney Office
  • Tianjin Office
  • Xiamen Office
  • Xi'an Office
  • Wuhan Office
  • Nanjing Office
  • Toronto Office
  • Updated: 2015 - 01 - 22

    Beijing Head Office

     

    Add: 18/F, Tower B, Xinsheng Plaza, 5 Finance Street, Xicheng

    District, Beijing 100032, PRC

    Tel: (86-10) 6657 8066

    Fax: (86-10) 6657 8016

    Email: guantao@guantao.com

     


    Beijing Head Office

    Located in the heart of Beijing's financial district, our head office was established in 1994 and has become a leading law firm in China. With more than 40 partners and 120 lawyers, Beijing Office serves as the gateway to our extensive PRC network of unparalleled expertise and long-standing client relationship. The head office has the experience spanning a broad range of sectors, including banking, securities, insurance, large-scale infrastructure projects, real estate, manufacturing, transportation, energy and natural resources, environmental protection, research and development, chemical, pharmaceutical and service industry. We provide a full range of legal services including:

    • International trade and foreign direct investments;

    • Mergers, acquisitions and dispositions;

    • Venture capital and private equity transactions;

    • Capital markets and corporate finance (public and private);

    • Joint ventures and cooperation agreements;

    • Debt restructurings and insolvencies;

    • Corporate reorganizations and commercial contracts;

    • Administrative compliance and corporate governance;

    • Intellectual property and new- and high-tech;

    • Bidding and tendering;

    • Commercial litigation and arbitration.

    With legal expertise in virtually every area of law, Guantao has the scope and flexibility to meet the demands of today's most sophisticated clients. Our domestic and international clients rely on Guantao to provide strategic, innovative advice on the most complex corporate transactions, significant banking and securities developments, intricate financing issues and high profile litigation matters. Equipped with solid legal theory and skills, our superior team of lawyers and legal experts are diligent and trustworthy, with proven track record of excellent performance. This ensures our clients receive the most reliable and comprehensive legal advice in the rapid changing economy in China and around the world.

     

  • Updated: 2016 - 06 - 11

    成都.jpg

     

    Add: Room 702, 7/F, Western Tower, 19, 4th Section, Renminnan

    Avenue, Chengdu 610041, PRC

    Tel: (86-28) 6829 9886

    Fax: (86-28) 6829 9899

    Email: guantaocd@guantao.com

     

     

    Chengdu Office

    Chengdu, the capital city of Sichuan Province, is at the forefront and key region in China's western region development strategy. As the hub for finance, commerce, transportation as well as science and technology, Chengdu has become the hotspot for international investment. Located in the central business district of Chengdu, Chengdu Office was established in 2001 with 3 partners and over 30 associates and paralegals.

    International investment is a core practice area for our Sichuan office, attributing to rapid economic growth in the western region of China. The Sichuan office's other core practice areas include acquisition of domestic equity / assets by overseas enterprises, setting up joint ventures or wholly-owned foreign enterprises or branch operation in China on behalf of foreign entities; Additionally, Sichuan Office has accumulated extensive experience in fields including real estate, securities, corporate asset restructuring, and administrative laws.

  • Updated: 2016 - 11 - 24

    大连.jpg

     

    Add: Room 1109, 11/F, Renshou Tower, Renmin Road,

    Zhongshan District, Dalian 116001, PRC

    Tel: (86-411) 8282 9601

    Fax: (86-411) 8282 9901

    Email: guantaodl@guantao.com

     

     

     

    Dalian Office

    Guantao Dalian Office was established in April 2002 with 3 partners and 15 associates and paralegals.

    It is pleased to make Guantao's broad legal expertise available to northeast China from Dalian, a dynamic and vibrant port and high-tech city serving as a gateway to Korea and Japan. Dalian Office offers the extensive resources of a large firm with legal services ranging from securities, banking, reorganization and listing, real estate, to commercial litigation and arbitration.

    Increasingly, Dalian Office is working with clients in new sectors of Dalian's rich and diverse economy. As with all Guantao offices we work as a cohesive PRC legal team to deliver integrated service of the highest caliber in areas of compliance, M&A and restructuring, equity incentives, issuance of stocks and bonds, litigation and arbitration to our domestic and overseas clients.

  • Updated: 2016 - 06 - 11

    Guangzhou Office

     

    Add: Suites 1703-04, R&F Yingxin Tower, 28 Huaxia Road,

    Zhujiang New Town, Tianhe District, Guangzhou 510623, PRC

    Tel: (86-20) 38398787

    Fax: (86-20) 38398331

    Email: guantaogz@guantao.com

     

     

     

    Guangzhou Office

    Guantao Guangzhou Office was established in December 2012. It is staffed by an excellent team of 3 partners and over 50 associates and paralegals, who are recognized leaders in their fields of expertise.

    Guangzhou is the capital and largest city of Guangdong province, People's Republic of China. Located on the Pearl River, about 120 km (75 mi) north-northwest of Hong Kong and north-northeast of Macau, Guangzhou is the third largest Chinese city and southern China's largest city. Guangzhou is a key national transportation hub and trading port. One of the five National Central Cities, it holds sub-provincial administrative status.

    We can offer efficient and high-quality legal services especially in areas of banking & finance, capital markets, corporate / M&A, private equity and funds, state-owned enterprise reform and property right transfer, non-performing asset, foreign direct investment, intellectual property, real estate & construction and litigation & arbitration. With a wealth of knowledge and experience, our Guangzhou team has achieved high level of success and built a good reputation.

  • Updated: 2016 - 06 - 11

    杭州.jpg

     

    Add: Room 1803, South Tower, Anno Domini Mansion, 8 Qiushi

    Road, Xihu District, Hangzhou 310013, PRC

    Tel: (86-571) 89939691

    Fax: (86-571) 89939620

    Email: guantaohz@guantao.com

     

     

     

    Hangzhou Office

    Guantao Hangzhou Office was established in January 2014. It's staffed by 8 partners and over 20 associates and paralegals.

    Hangzhou, the capital and most populous city of Zhejiang Province in east China, is the sub-center city of Yangtze River Delta.

    Hangzhou Office provides all-around and high-quality legal services in areas of cross-border investment and trade, corporate securities, intellectual property, dispute resolution, family wealth management, infrastructure and real estate.

  • Updated: 2016 - 06 - 11

    Hong Kong Office

     

    Add:Suites 1801-3, 18th Floor, One Taikoo Place,

    Quarry Bay, 979 King’s Road, Hong Kong

    Tel: (852) 2878 1130

    Fax: (852) 2878 1360

    Email: guantaohk@guantao.com

     

     

     

    Hong Kong Office

    Guantao Hong Kong Office, established in December 2008,  After the three-year association with Peter C. Wong, Chow & Chow and approved by the Law Society of Hong Kong, our Hong Kong Office was localized as a Hong Kong solicitor firm with effect from 1 February 2016 under the name of Guantao & Chow, providing clients with the laws of Hong Kong and mainland China.

    After the localization, Guantao & Chow currently has four partners Ms. Grace Pengpeng Yan, Ms. Clara C.Y. Ngo, Mr. George K.H. Lee, Mr. Albert G.M. Lam and four consultants Mr. Anthony W.K. Chow, Ms. Anna S.H. Chow, Mr. Jackson K.B. Woo and Mr. Lam Sek Kong. Mr. Chow, founding partner of PCWCC, chairman of the Hong Kong Jockey Club and former chairman of The Law Society of Hong Kong, serves as Guantao global chairman and Ms. Yan as the managing partner of Guantao & Chow.

    Our practice covers corporate & financing, mergers & acquisitions, capital markets, FDI, intellectual property, litigation & arbitration, sale and purchase of house, company secretary service, China-appointed attesting officer and notary public with special focus on cross-border transactions.

    We have an alliance with Ashurst Hong Kong, which is affiliated with Ashurst LLP, a leading international law firm with 25 offices in 15 countries. By working closely with Ashurst, we serve our clients on a global basis.


  • Updated: 2016 - 06 - 11

    Ji'nan Office

     

    Add: 9/F, Zhongyin Plaza, 26 Luoyuan Avenue, Lixia District, Jinan

    250011, PRC

    Tel: (86-531) 6788 5166

    Fax: (86-531) 6788 7166

    Email: guantaojn@guantao.com

     

     

     

    Ji'nan Office

    Guantao Jinan Office was established in March 2007 with one partner and a strong team of 20 associates and paralegals, who have the depth, experience and resources to provide timely strategic legal services for all types of business transactions and disputes in Shandong Province, an economic powerhouse on China's east coast.

    Jinan Office provides a full range of legal services, including acquisition and disposition of corporate assets, corporate restructuring and liquidation, venture capital investment, large-scale land development, municipal planning and construction, as well as corporate general legal counsel and other non-litigation legal services. We are also known for our highly specialized expertise in taking on high profile litigation cases.

  • Updated: 2016 - 06 - 11

    Shanghai Office

     

    Add: 9/22/25/F, Shartex Plaza, 88 Zunyi South Road, Changning District, 

    Shanghai 200336, PRC

    Tel: (86-21) 3135 9919

    Fax: (86-21) 3135 9929

    Email: guantaosh@guantao.com

     

     

     

    Shanghai Office

    Guantao Shanghai Office, honored as "China Law Firm of the Year", was established in March 2001. After merging with Shanghai Zhongmao Law Firm and Shenda Partners in 2016, now it is staffed by an excellent team of 57 partners and consultants along with over 150 associates and paralegals, who are recognized leaders respectively.

    Advantage practice areas of Shanghai Office include infrastructure & real estate, mergers & acquisitions, private equity & venture capital, foreign investment, banking & finance, bankruptcy & liquidation, delimitation of property rights, issuance of stocks and bonds, intellectual property, bidding & tendering. It also has outstanding performance on commercial litigation and arbitration, and criminal defense.

    Shanghai Office provides full legal services for numerous major projects, such as Expo 2010 Shanghai China, Shanghai Tower, Shanghai Disney Resort, Shanghai Middle Ring Road Project, Hongqiao Transportation Hub, National Exhibition and Convention Center and Xuhui Binjiang Area Development. Shanghai Office also acts as legal counsel for a number of government agencies, enterprises and institutions, such as China Eastern, Jinmao Group, Shimao Group, Bank of China, Bank of Communications, SPD Bank, Minsheng Bank, BEA, State Grid East China Grid Company, Shanghai Film Co., Ltd., Lujiazui Co., Ltd., Shanghai Municipal Investment, INESA, Shanghai Rainbow Group, Shanghai Shendi Group, ROCKBUND, Mitsubishi Electric etc.

    Shanghai is the largest and most economically developed city in China. Shanghai Office is committed to providing comprehensive and high-quality legal services to clients in all industries.

  • Updated: 2016 - 06 - 11

    Shenzhen Office

     

    Add: AF, 30/Floor, Noble Centre, 1006 3rd Fuzhong Road,

    Futian District, Shenzhen 518026, PRC

    Tel: (86-755) 2598 0899

    Fax: (86-755) 2598 0259

    Email: guantaosz@guantao.com

     

     

     

    Shenzhen Office

    Regarded as one of the fastest growing cities in the world, Shenzhen is home to the Shenzhen Stock Exchange as well as the headquarters of numerous high-tech companies. Situated immediately north of Hong Kong. Shenzhen has become the most dynamic and vibrant city in China as a new center for finance, information, shipping, and international investment. Our Shenzhen Office was established in November 2003 based on Shenzhen's unique geo-economic position with Huang Yaping and Wang Xuexia as its partners.

    Located in Shenzhen's financial district, Shenzhen Office covers a broad client base in southern China with efficient and high-quality legal services. Practice areas and industry experience include corporate / commercial, securities, bankruptcy and insolvency, international trade and investment, and real estate development.

  • Updated: 2016 - 06 - 11

    Suzhou Office

     

    Add: Room 2704-2706, Yuanrong Xingzuo Tower A, 269

    Wangdun Road, Suzhou Industrial Park, PRC

    Tel: (86-512) 6591 1800

    Fax: (86-512) 6591 9057

    Email: guantaosuzhou@guantao.com

     

     

     

    Suzhou Office

    Guantao Suzhou Office, located in Harmony City in the CBD of Suzhou next to Jinji Lake, possesses 5 partners among almost 40 associates and supporting staff. Core team members have more than ten years of practice experience in Suzhou.

    Suzhou Office focuses on core business areas of real estate & construction, corporate perennial legal services and capital markets, acting as legal counsel to more than 500 enterprises, representing thousands of litigation and arbitration cases and earning a good reputation from the clients. To guarantee the efficient and high-quality services, Suzhou Office has set up different departments, including Labor Department, Corporate Department, Foreign Affairs Department (working languages: Chinese Mandarin, English and German), Litigation Department, Securities Department and Real Estate Department. To meet client requirements, Guantao teams composed of professional lawyers safeguard the clients against legal risks in a comprehensive manner. With regards to important and complicated legal affairs that involve multi-departments, relevant departments and other Guantao offices will work together in order to ensure the service efficiency and quality.

    Guantao Law Firm's Annual Legal Counsel Service Center is based in Suzhou Office as the back-end processing center for Guantao's annual legal counsel services across the country to centralize and take care of matters for perennial clients such as contract review and emails reply.



  • Updated: 2016 - 06 - 11

    Sydney Office

     

    Add: Level 5, 5 Martin Place, Sydney NSW 2000

    Tel: +(612) 9002 0999

    Fax: +(612) 9283 3567

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INSIGHTS News

Foreign Investment Controls in Europe: Germany

Time: 2020-05-25
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Foreign Investment Controls in Europe: Germany

 

Introduction

The European Union ('EU') has one of the world's most open investment regimes. Nevertheless, there have been growing concerns in recent years about the impact of certain foreign investments on security and public order. A key issue has been the increasing level of Chinese foreign investment that takes place in the technology sector, with prominent examples in Europe including the takeover of the German robotics manufacturer Kuka by Midea and the attempted takeover of the chip equipment manufacturer Aixtron by Fujian Grand Chip Investment Fund.

Partly as a result of such acquisitions, member states of the European Union (the 'Member States') and EU decision-makers have become increasingly concerned about European know-how and consumer data being transferred to China and related security issues. In early 2017, Germany, France and Italy proposed in a letter to the EU Trade Commissioner that the Member States should be able to block investments from non-EU countries. At the same time, several Member States, including Germany and Italy, tightened or considered tightening their national investment control regimes. As of April 2020, 14 Member States[1] have national screening mechanisms in place aimed at preserving security and public order at national level. In November 2018, a political agreement was reached by the European Parliament, the Council and the Commission on an EU framework for screening foreign direct investment into the European Union and in March 2019 a regulation of the European Parliament and of the Council establishing a framework for the screening of foreign direct investments into EU was adopted. In March 2020, as part of the overall response to the economic effects of the COVID-19 pandemic, the European Commission issued guidance to the Member States concerning foreign direct investment and the protection of EU's strategic assets, in particular in healthcare-related industries.

Against this background, Ashurst Guantao (FTZ) Joint Operation Office seeks to give general insights into the foreign investment control regimes in the European Union and in the major European jurisdictions, including Belgium, France, Germany, Italy, Luxembourg, Spain, and the United Kingdom.

Please feel free to contact any of your Ashurst contacts in case of any questions.

The Ashurst Team

 

Germany

While Germany generally maintains a liberal policy with respect to foreign investments, there are review mechanisms in place which allow the government to scrutinise such investments for national security concerns. The applicable review mechanism depends on the industry sector in which the target company is active. Under the so-called 'cross-sectoral review', German authorities may examine corporate acquisitions in any industry sector if there is a danger to the public order or security of the Federal Republic of Germany. The so-called 'sector-specific review' applies to corporate acquistions in certain sensitive sectors (e.g. defence or IT security) which can endanger material security interests of the Federal Republic of Germany.


What are the key laws and regulations governing restrictions and controls of foreign investments?

The key laws that regulate foreign investments in Germany are the German Foreign Trade and Payments Act (Außenwirtschaftsgesetz, 'AWG') and the German Foreign Trade and Payments Ordinance (Außenwirtschaftsverordnung, 'AWV') that govern the control of corporate acquisitions by non-EU/EEA residents. There are no laws that would impose currency or exchange restrictions on foreign investors, except for certain notification requirements. There are also no laws restricting acquisition of real estate by foreign investors.

In addition to the general controls of foreign investments some specific restrictions may apply to acquisitions in specific sectors, for example acquisitions of qualified holdings in credit institutions.


How is a foreign investor defined?

Neither AWG nor AWV contain a definition of a foreign investor. The AWV provisions on cross-sectoral review refer to 'non-EU residents', meaning all natural and legal persons which are not EU residents. AWG defines EU residents as (i) natural persons resident or habitually resident in the European Union, (ii) legal persons or partnerships based or headquartered in the European Union, (iii) branches of legal persons based or headquartered in a third country if the headquarters of the branch are in the European Union and separate accounts are kept for them, and (iv) permanent establishments of legal persons from third countries if the permanent establishments are administered in the European Union. Investors from member states of the European Free Trade Association (EFTA) are equivalent to EU residents. Corporate acquisitions by EU residents are subject to cross-sector examination if there are indications of an abusive approach or a circumvention transaction which has been undertaken in order to avoid an examination. Such indications could exist in particular if the direct acquirer does not have notable own economic activities with the exception of the acquisition, or the direct acquirer has no permanent presence (premises,workforce or equipment) in the EU. Branches and permanent establishments of a non-EU buyer are not regarded as EU-residents.

The AWV provisions on sector-specific review refer to'foreigners', who are defined as any persons and partnerships who are not (i) natural persons resident or habitually resident in Germany or (ii) legal persons and partnerships based or headquartered in Germany. German branches and permanent establishments of foreign acquirers in Germany are also treated as foreigners. Also subject to examination are acquisitions by German residents where there are signs of an abusive structure or circumventing transaction applied in order to avoid scrutiny. Such signs may exist in particular if the direct acquirer does not have considerable independent economic activity or permanent presence (premises, personnel or equipment) in Germany.

Neither AWG nor AWV contain any special rules or restrictions with respect to investments made by foreign state-owned enterprises. However, in practice, this factor will likely be taken into consideration during the examination of the level of 'threat' of the investment.


Which transactions are scrutinised and which sectors are affected?

Subject to foreign investment control are acquisitions of direct or indirect shareholdings amounting to at least

•  10 per cent of voting rights in a German company being a Critical Infrastructure Company (as defined below under 'What are the assessment criteria?') or a Security-critical Company (as defined below); or

•  25 per cent of voting rights in other German companies.

Voting rights of third parties in the target company are attributed to the acquirer in calculating whether the above threshold requirements are fulfilled, if (i) the acquirer holds at least 10 percent (in case of Critical Infrastructure Companies or Security-critical Companies) or 25 per cent (in case of other companies) of voting rights in such third party In case of an indirect acquisition, the voting rights of the acquirer in the target company would amount to at least 10 per cent (in case of Critical Infrastructure Companies or Security-critical Companies) or 25 per cent (in case of other companies), if the acquirer and the respective intermediate shareholder hold, respectively, at least 10 per cent or 25 per cent of the voting rights in the respective subsidiary in accordance with the attribution principles described above.

In general, companies from all sectors are affected. The cross-sector investment review procedure applies in principle to all companies from all sectors regardless of their size. Specific rules apply to so-called Critical Infrastructure Companies.

The sector-specific review procedure applies to acquisitions of certain defence and IT security companies, including:

•  Manufacturers and developers of weapons and certain other military technologies or specially designed engines and gearboxes for military tracked armoured vehicles; and

•  Companies that manufacture or have manufactured and still hold such technology in relation to (i) products with IT security features that are used for processing classified government information or (ii) essential components for such products, if the entire product – with the knowledge of the company •  has been approved by the German Federal Office for Information Security (Bundesamtfür Sicherheit in der Informationstechnik),

(such companies being 'Security-critical Companies').


Who is the decision-maker?

The review procedure is conducted by the German Federal Ministry of Economic Affairs and Energy (Bundesministeriumfür Wirtschaft und Energie, 'BMWi'). When reviewing an acquisition BMWi involve other federal ministries within the scope of the irrespective competences on a case-by-case basis. Prohibition of an acquisition requires the approval of the German government.


Is filing or approval mandatory?

Filing is mandatory with respect to corporate acquisitions falling within the scope of the sector-specific review. The notification must be made to BMWi in writing and must include basic information regarding the acquisition, the acquirer, the target company and the respective fields of business of the acquirer and the target company. The notification must be submitted by the direct acquirer.

With respect to corporate acquisitions falling within the cross-sector review filing is generally voluntary, except for acquisitions of Critical Infrastructure Companies (as defined below under 'What are the assessment criteria?'), in which case the conclusion of the acquisition agreement must be notified to the BMWi in writing by one of the parties. Moreover, BMWi may launch the review process on its own initiative by notifying the direct acquirer and the target company within three months after obtaining knowledge of the conclusion of the acquisition agreement and no longer however than five years following the conclusion of the respective agreement.

In order to obtain legal certainty at an early stage of the transaction, the acquirer may, prior to the planned acquisition, request BMWi to provide a certificate of non-objection confirming that the acquisition does not raise any concerns related to the public order or security. The written application for such a certificate must include basic information on the planned acquisition, the target, and the respective fields of businesses of the target company and of the investor. The certificate of non-objection is deemed to have been issued if the BMWi does not initiate a formal review procedure within two months from the receipt of the complete application.


What are the assessment criteria?

The assessment criteria depend on the type of the review procedure.

Cross-sector review procedure 

In the cross-sector review procedure the BMWi evaluates whether the acquisition poses a threat to the public order or security of the Federal Republic of Germany, i.e. whether the acquisition represents a sufficiently serious and present threat which affects the fundamental interests of the society.

A threat to the public order or security may exist in particular if the domestic target company:

•  Operates certain critical infrastructure which is of particular importance for the functioning of the community (in particular, energy, IT, telecommunications, finance, insurance, transport, health and water supply);

•  Specially develops or modifies software which is used for the operation of critical infrastructure;

•  Is responsible for certain organisational measures in the area of telecommunications surveillance;

•  Manufacture or has manufactured technical installations for the implementation of telecommunications surveillance and has knowledge of such technologies;

•  Provides cloud computing services and the infrastructure used for such services which qualifies as critical infrastructure in accordance with statutory law;

•  Holds certain approvals for components or services in the area of telematics infrastructure; or

•  Is active in the media industry and contributes to the formation of public opinion through broadcasting, telemedia or print and is distinguished by its particular topicality and broad impact,

(such company being a 'Critical Infrastructure Company').

The above catalogue is not conclusive, meaning that BMWi retains discretionary power to decide if a transaction constitutes a threat to the public order or security.

Sector-specific review procedure 

The procedure evaluates whether the acquisition of certain defence and IT security companies poses a threat to the essential security interests of the Federal Republic of Germany.


What does the review process look like?

The review process varies depending on the sector in which the target company is active. The graphic below provides a simplified overview of the review process:

Foreign Investment Controls in Europe: Germany


Cross-sector review 

The BMWi may ex officio conduct a review if it notifies the direct acquirer and the domestic target company in writing of the initiation of a review procedure within three months from gaining knowledge of the conclusion of the acquisition agreement. In the case of an offer within the meaning of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz),the three-month deadline starts after obtaining knowledge of the publication of the decision to submit an offer or publication of the acquisition of control.The initiation of a review procedure is inadmissible after five years have passed since the conclusion of the acquisition agreement.

If a review procedure has been opened, the BMWi may, with the consent of the German government, prohibit the acquisition or make appropriate orders to ensure the public order and security of the Federal Republic of Germany within four months from presentation of the full set of documents. If and so long as the BMWi, as part of the review procedure, negotiates the contractual conditions for the acquisition with the parties involved in order to ensure the public order and security of the Federal Republic of Germany, the running of the four-month deadline is suspended.

Sector-specific review 

The BMWi issues a clearance decision to the direct acquirer if there are no objections to the acquisition in terms of essential security interests of the Federal Republic of Germany. The clearance shall be deemed to have been issued if the BMWi does not launch a review procedure within three months from receipt of the notification.

If the BMWi launches a review procedure, it may request information and documents from the direct acquirer and from all parties directly or indirectly involved in the transaction. The required documents are specified in a general order (Allgemeinverfügung) of the BMWi and include, for example, information on the business and places of business of the target and of the investor, shareholder structure of the target and of the investor, consolidated annual financial statements of the target and of the investor for the last three years, business contacts with customers from the public sector over the past five years, the acquisition agreement and information on the short-, mid- and long-term commercial strategy of the target after completion.

After presentation of the full set of documents, the BMWi may prohibit the acquisition or make appropriate orders to secure the essential security interests of the Federal Republic of Germany within three months following receipt of the complete documentation. If and so long as the BMWi, as part of the review procedure, negotiates the contractual conditions for the acquisition with the parties involved in order to secure the essential security interests of the Federal Republic of Germany, the running of the three-month deadline is suspended.


What are the powers of the competent authorities and can they prohibit or otherwise interfere with a transaction?

In a cross-sector review procedure, the BMWi may either prohibit the acquisition or issue appropriate orders to ensure the public order and security of the Federal Republic of Germany. The issuance of orders or prohibitions requires the consent of the German Federal Government.

In order to enforce a prohibition, the BMWi may in particular:

•  prohibit or restrict the exercise of voting rights in the target company which are owned by, or attributable to, the foreign investor; or

•  appoint a trustee at the acquirer's expense, with the trustee being responsible for the rescission of an implemented acquisition.

In a sector-specific investment review procedure, the BMWi may, with the consent of the German Federal Government, prohibit the acquisition or make appropriate orders to secure the essential security interests of the Federal Republic of Germany.


How long does the review process take?

Cross-sector review 

The period for issuing a certificate of non-objection upon application of the investor is two months following the receipt of a complete application. Following the lapse of this deadline the certificate of non-objection is then deemed to have been issued if the BMWi does not initiate a formal review procedure.

If no clearance certificate was applied for and BMWi determines that the acquisition may pose a threat to public security or order, it may initiate a formal review within three months after obtaining knowledge of the conclusion of the acquisition agreement and no longer than five years following the conclusion of the respective agreement. The formal review needs to be completed within four months following receipt of complete documentation.

Sector-specific review

Clearance is deemed to have been issued if the BMWi does not initiate a formal review within three months after obtaining a (mandatory) notification. If a formal review is initiated BMWi has three months following receipt of the complete notification to prohibit the transaction or impose mitigation measures.

The review period is suspended for the term of negotiations between BMWi and the parties of the transaction on regulatory conditions or mitigation measures.


How much does the review process cost?

There are no filing fees or charges.


What is the degree of transparency?

Generally, the BMWi has to treat any information received as strictly confidential. However, there is a cooperation mechanism at the EU level that requires EU members states to share information with the EU Commission and other EU Member States.


What are the consequences of the lack of clearance?

No sanctions are foreseen with respect to the failure to notify the BMWi of the acquisition. The parties are in principle free to close the transaction before obtaining the clearance from the BMWi. However, this would result in a legal uncertainty regarding the transaction. Therefore, clearance by BMWi is usually a closing condition.

Intentional or negligent non-compliance with prohibitions or orders issued by the BMWi may be sanctioned as an administrative offence and lead to an administrative penalty.


Is there a right to challenge?

Any decisions taken by BMWi/German Federal Government are subject to judicial review by a competent administrative court on the grounds of an inadmissibility or unlawfulness of the decision.


Are any significant changes planned?

On 31 January 2020, BMWi published the draft amendment to AWG. The planned changes aim at strengthening the foreign investment review in order to better protect German and European security interests and implementing the EU Screening Regulation. In particular, the screening standard shall be changed and the examination will depend on whether an acquisition leads to an 'expected impairment' rather than an 'actual threat'. In addition to the effects of an acquisition in Germany, the examination shall also focus more strongly on effects on other EU member states as well as on EU programmes and projects. Furthermore, closing of an acquisition subject to reporting requirements shall be suspended for the duration of the examination. In the second step, the AWV shall also be amended, including in particular a definition of the catalogue of critical technologies.

The recent outbreak of the COVID-19 pandemic has not (yet) resulted in any proposals of further legislative changes to the German foreign screening regime [2]. However, it is likely that Germany will follow the FDI Guidance. Moreover, the COVID-19 pandemic may result in a more extensive interpretation of the existing legal framework, in particular with regard to the understanding of the concept of 'public order and safety' and result in more restrictive controls of investments in companies from the pharmaceutical, healthcare and medical protective equipment industry. 




[1] According to the List of screening mechanisms notified by Member States, dated 12 December 2019: Austria, Denmark, Finland, France, Germany, Hungary, Italy, Latvia, Lithuania, Netherlands, Poland, Portugal, Romania and Spain. The United Kingdom is technically no longer an EU Member State following its decision to exit the EU, although it remains subject to EU rules for a transitional period, which currently lasts until 31 December 2020. The UK does have a national screening mechanism, although there have been proposals to strengthen it.

[2] However, in its meeting on 31 March 2020, as a result of COVID-19 pandemic the Bavarian government decided to request that the German Federal Government takes certain measures to further restrict the foreign investment review by, among others, extending the review process to acquisitions of at least 10 per cent of shares in medical technology, pharmaceuticals and critical raw materials companies and lowering the review threshold for all industries to 10 per cent for a limited period of time.

 

Key Contacts

Belgium

Foreign Investment Controls in Europe Comparative Overview: EU

David Du Pont

Partner

T +32 2 626 1923

M +32 471 129987

david.dupont@ashurst.com

 

France

Foreign Investment Controls in Europe Comparative Overview: EU

Anne Reffay

Partner, Avocat à la Cour

T +33 1 53 53 54 99

M +33 6 11 49 04 71

anne.reffay@ashurst.com

 

Germany

Foreign Investment Controls in Europe Comparative Overview: EU

Matthias von Oppen, LL.M.

Partner

T +49 (0)69 97 11 28 32

M +49 (0)170 63 26 165

matthias.vonoppen@ashurst.com

 

Luxembourg

Foreign Investment Controls in Europe Comparative Overview: EU

Isabelle Lentz

Partner, Avocat à la Cour (Luxembourg)

T +352 2813 3222

M +352 621 798357

isabelle.lentz@ashurst.com

 

Spain

Foreign Investment Controls in Europe Comparative Overview: EU

Jorge Vázquez

Partner

T +34 91 364 9899

M +34 676 622 948

jorge.vazquez@ashurst.com

 

United Kingdom

Foreign Investment Controls in Europe Comparative Overview: EU

Neil Cuninghame

Partner

T +44 20 7859 1147

M +44 7917 064 750

neil.cuninghame@ashurst.com


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