Private Equity & Investment Funds

Zhong Lun is among the first Chinese law firms to establish presence in the field of private equity and investment funds. With our insights into developments and extensive expertise in this area, we have been a leading legal service provider in China. Our practice covers the full life cycle of a private fund’s operations, including the setting up and registration of its manager and the formation, operation and management, liquidation and dissolution, private equity investment and financing, and exit of the fund. We give full play to our advantages in IPO and capital markets, preeminent capabilities in providing cross-border legal services, the synergy created by our pool of talents specialized in different areas, and our multifaceted services that span the entirety of the industry chain. Our extensive practical experience and full-spectrum legal strength have allowed us to secure a leading position in private equity and investment funds.

We have assisted fundraisers and investors of various private funds in establishment and registration of fund managers of onshore RMB funds and offshore USD funds and funds raising and filing. The types of funds we have advised on have extended beyond traditional private funds to QFLP RMB funds and QDLP RMB funds. We have also provided a full range of legal services for daily operations of onshore and offshore private funds as well as fund managers.

With respect to VC/PE investment, we have provided scores of Chinese and overseas RMB funds, USD funds, other investment institutions, start-ups, and founders with practical solutions, proactive services, and cutting-edge advice. We have also helped design feasible and flexible structures for listing in China or abroad. Our services range from counseling on intent of investment in seed round and later stages of financing, conducting legal due diligence, drafting and negotiating investment and financing documents, and assisting with transaction closing.

Our outstanding performance in this area has been highly spoken of by a great number of well-known domestic and foreign legal magazines and rating agencies. A slew of well-reputed rating agencies such as Chambers and The Legal 500 have ranked Zhong Lun as Band 1 in private funds and investment funds for many consecutive years. We are also frequently named as one of the best PRC firms in private equity and investment funds and have won numerous awards and occupied top spots on many rankings in these areas.

Scope of Services

Establishment and Registration of Private Fund Managers; Formation and Management of Private Funds

  • Advising on the establishment and registration of private fund managers, registration of changes to significant matters of private fund managers, and registration of private fund managers’ membership of the Asset Management Association of China (AMAC); and issuing legal opinion to the AMAC on the foregoing matters

  • Advising on fundraising, formation and filing of various types of private funds, including PE/VC fund, private securities investment fund, FOF, S fund, REIT, QFLP, and QDLP, etc.

  • Assisting government guidance funds, FOFs and other private equity investors in their investment in various onshore and offshore private funds

  • Assisting S funds in their acquisition of property shares in other private funds or equity investment

  • Advising on tax planning, incentive plan design, labor issues, and dispute resolution relating to private funds and their project investment

  • Advising on changes, system design, operation, management, compliance, and other daily legal issues of private funds and fundmanagers

  • Advising on liquidation and dissolution of private funds and their managers

Private Equity Investment and Financing and Project Management

  • Assisting domestic and overseas private fund investors and industrial investment institutions in their equity investment in unlisted companies

  • Advising unlisted companies on their private equity financing and convertible debt financing

  • Assisting investment organizations and unlisted companies in their domestic and cross-border mergers and acquisitions of equities and assets

  • Assisting unlisted companies in designing, adjustment and restructuring their domestic and overseas listing structures

  • Assisting unlisted companies in designing their equity incentive plans

  • Advising on project management after investment and project exit

  • Advising unlisted companies on their daily legal issues






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