ENG

  • Arthur XU

    Senior Counsel / Beijing

  • Tel +86-10-5087-2909

    Email arthurxu@zhonglun.com

  • Practices

    Hong Kong & Overseas Capital Markets, Investment/M&A & Corporate Governance, Private Equity & Investment Funds

  • Industries

    Energy & Power

CV

Arthur XU

Arthur's practice focuses on Hong Kong and overseas capital markets, investment/M&A, and corporate governance, as well as private equity and investment funds, specializing in securities compliance of Hong Kong listed companies, mergers and acquisitions involving Hong Kong listed companies, overseas capital markets offerings, and general corporate matters. With over 20 years dedicated to the Hong Kong capital markets, he has advised numerous clients, including first-tier central state-owned and state-owned enterprises, leading private companies, and top domestic and international investment banks. Currently, Arthur serves as retainer counsel to dozens of Hong Kong-listed companies. He maintains close and congenial professional relationships with the Hong Kong securities regulators and has extensive experience assisting listed companies in addressing a broad range of compliance matters under the Hong Kong Listing Rules. Prior to joining Zhong Lun Law Firm at the end of 2020, Arthur practiced at a leading international law firm for 15 years.

Representative Matters

Retainer Counsel for Hong Kong Listed Companies

  • Providing retainer-based legal services to China Petroleum & Chemical Corporation (Sinopec Corp.) since 2007, and spearheaded such legal services from 2012 to 2020 and since 2023

  • Provided retainer-based legal services to Hong Kong law to China Agri-Industries Holdings Limited since 2011, and spearheaded such services from 2013 to 2018

  • Provided retainer-based legal services to Hong Kong law to Sinopec Oilfield Service Corporation (SSC) since 2014

  • Spearheaded retainer-based legal services to Hong Kong law to China Everbright Bank from 2014 to 2016

  • Spearheaded retainer-based legal services to Hong Kong law to China Cinda Asset Management Company Limited from 2017 to 2020

  • Spearheaded retainer-based legal services to Hong Kong law to China Merchants Bank Company Limited from 2017 to 2020

  • Spearheading retainer-based legal services to Hong Kong law to Qinhuangdao Port Company Limited from 2019 to 2020 and since 2025

  • Spearheaded retainer-based legal services to Hong Kong law to Huadian Fuxin Energy Corporation Limited from 2019 to 2020

  • Spearheading retainer-based legal services to Hong Kong law to We Doctor Holdings Limited since 2021

  • Spearheading retainer-based legal services to Hong Kong law to Shanghai Pioneer Holding Limited since 2021

  • Spearheading retainer-based legal services to Hong Kong law to Sinopec Shanghai Petrochemical Company Limited since 2022

  • Spearheading retainer-based legal services to Hong Kong law to Qingdao Port International Company Limited since 2023

  • Spearheading retainer-based legal services to Hong Kong law to SINOPEC Engineering (Group) Company Limited since 2023

  • Spearheading retainer-based legal services to Hong Kong law to Huadian Power International Corporation Limited since 2024

  • Spearheaded retainer-based legal services to Hong Kong law to Chongqing Iron & Steel Company Limited since 2025

  • Spearheading retainer-based legal services to Hong Kong law to Sichuan Expressway Company Limited since 2025

  • Spearheading retainer-based legal services to Hong Kong law to Qilu Expressway Company Limited since 2025

  • Spearheading retainer-based legal services to Hong Kong law to Datang International Power Generation Company Limited since 2025

  • Spearheading retainer-based legal services to Hong Kong law to Beijing 51WORLD Digital Twin Technology Company Limited since 2026

  • Spearheading retainer-based legal services to Hong Kong law to China Longyuan Power Group Corporation Limited since 2026

  • Spearheading retainer-based legal services to Hong Kong law to Beisen Holding Limited since 2026

  • Spearheading retainer-based legal services to Hong Kong law to Capital Environment Holdings Limited since 2026

 

Transactions and Issuance Matters Relating to Hong Kong Listed Companies

  • Advising the above companies on the formulation and updating of all continuing connected transaction agreements and caps as the Hong Kong annual compliance counsel for them

  • Represented Sinopec Corporation, Sinopec Tianranqi Company, Sinopec Marketing Company Limited, and Sinomart KTS Development Limited on their sale of oil and gas pipeline network assets to China Oil & Gas Pipeline Network Corporation, with the value of the assets at about CNY 122.655 billion, which was the most high-profile capital markets transaction in 2020

  • Represented China Petrochemical Corporation on the Hong Kong legal aspects of its USD 3.1 billion (HKD 23.97 billion) private placement of newly issued H shares, which were listed on the Hong Kong Stock Exchange, marking the company's first large-scale equity offering since its H-share initial public offering in 2000

  • Represented BNP Paribas, BOC International, ICBC International, UBS, Credit Suisse, HSBC, BofA Merrill Lynch, and Nomura as joint underwriters in relation to the HKD 13 billion H-share rights issue by the Industrial and Commercial Bank of China (ICBC)

  • Represented Qingdao Port International Company Limited on its major asset restructuring involving an asset acquisition and the issuance of A shares to raise ancillary funds, which constitutes a major and connected transaction under the Hong Kong Listing Rules

  • Represented Sinopec Corporation on its proposed spin-off of Sinopec Marketing Company Limited for overseas listing, including the filing of a spin-off application with the Hong Kong Stock Exchange

  • Represented China International Capital Corporation Hong Kong Securities Limited on a series of transactions in connection with the restructuring of the China Shipping Group and the COSCO Group with the client as financial adviser, which constituted a very substantial acquisition and continuing connected transactions from the perspective of China Shipping Container Lines Company Limited, involving a total consideration of CNY 2.7 billion for the acquisition of various assets by China Shipping Container Lines Company Limited

  • Represented Shenhua Group Limited on its USD 271 billion merger with China Guodian Corporation into a new enterprise China Energy Investment, which is the fourth largest state-owned enterprise in China's energy sector and the world's largest coal, heat power, wind power, and coal chemical company, and also represented, as part of the transaction, China Shenhua (a listed subsidiary of Shenhua Group Limited) on its establishment of a joint venture with Guangdong Electric Power Development Co., Ltd. (a listed subsidiary of China Guodian Corporation) under Hong Kong law

  • Represented China Cinda Asset Management on its proposed spin-off of Cinda Securities Limited for domestic listing on the Hong Kong Stock Exchange

  • Represented Capital Environment Holdings Limited on the compliance matters under the Listing Rules of its proposed disposal of a domestic target company through a public listing process, which constitutes a major transaction under the Hong Kong Listing Rules

  • Represented Qinhuangdao Port Company Limited on the connected transaction in relation to the establishment of a joint venture with Qinhuangdao Ocean Shipping Coal Trading Market Co., Ltd. and other investors

  • Represented Qinhuangdao Port Company Limited on the disclosable and connected transactions in relation to the establishment of a joint venture with Datong Coal Mine Group Company Limited and Caofeidian Port Group Company Limited

  • Represented First Service Holding Limited on its equity transfer matters, including equity transfer, advice on the Hong Kong securities regulatory aspects of the transaction and the related share charge arrangements

  • Represented Beijing 51WORLD Digital Twin Technology Company Limited on the placing of H shares pursuant to the general mandate

  • Represented China Resources Land Limited on the proposed spin-off in connection with the proposed listing of certain assets as a REIT on the Shenzhen Stock Exchange, including the filing of a spin-off application with the Hong Kong Stock Exchange

 

Initial Public Offerings

  • Acted as legal counsel for China International Capital Corporation and Macquarie Capital Limited as joint global coordinators in the HKD 4.78 billion (USD 613 million) IPO of CSR Corporation Limited, the largest manufacturer of rail transit equipment in China, on the Hong Kong Stock Exchange and Rule 144A/Regulation S global offering

  • Represented CICC, Deutsche Bank, and Merrill Lynch on the USD 510 million Hong Kong initial public offering and Rule 144A/Regulation S global offering of Dongfeng Motor Group, a major Chinese manufacturer of buses, commercial vehicles, and auto parts

  • Represented Sinopec Oilfield Service Corporation in its backdoor listing in A+H markets via Sinopec Yizheng Chemical Fibre, which was one of the most high-profile capital markets transactions in 2014

  • Represented Chongqing Rural Commercial Bank in its USD 1.35 billion Hong Kong H shares initial public offering, with Morgan Stanley and Nomura as joint sponsors

  • Represented BOCI and UBS as joint sponsors in the USD 620 million initial public offering of H shares of China National Materials, a leading global provider of cement equipment and engineering services

  • Acted as legal counsel for Zhejiang Cangnan Instrument Group Company Limited in its initial public offering and listing on the Hong Kong Stock Exchange

  • Represented CCB International Capital and BOCI Asia as joint sponsors in the HKD 451.5 million IPO of Bolina Holding on the Main Board of the Hong Kong Stock Exchange

  • Represented CICC, Goldman Sachs, Morgan Stanley, Deutsche Bank, JP Morgan, Macquarie, and ABCI Securities as joint sponsors, joint bookrunners, and joint lead managers regarding the Hong Kong aspects of the USD 22.1 billion listing of A and H shares of Agricultural Bank of China Limited

 

Debt Capital Market (DCM)

  • Represented Beijing Gas, the second largest single city gas supplier in the world, in its USD 500 million Rule 144A/Regulation S global offering of secured bonds and its listing on the Hong Kong Stock Exchange, with CitiBank, Mizuho Bank, Peregrine Investments, Societe Generale, OCBC Wing Hang Bank, China Huarong Asset Management, and Haitong International as joint lead managers

  • Represented Export-Import Bank of China in its issuance of CNY 2 billion bonds in 2012

  • Represented Sinopec Corp. in a HKD 11.7 billion convertible bond offering, listed on the Stock Exchange of Hong Kong, which was the largest convertible bond program in Asia (excluding Japan) and the largest offering by a Chinese issuer at the time

  • Represented CNOOC in the USD 2 billion global offering of senior unsecured fixed rate notes, listed on the Stock Exchange of Hong Kong

  • Represented State Grid Corporation of China in its USD 2 billion Rule 144A/Regulation S offering of senior guaranteed notes consisting of USD 500 million 1.750% Senior Guaranteed Notes due 2018, USD 1 billion 3.125% Senior Guaranteed Notes due 2023, and USD 500 million 4.375% Senior Guaranteed Notes due 2043

 

International M&A and Investment Fund

  • Provided legal services to Banco Santander, S.A. and China Construction Bank for their framework agreement for collaboration on automobile finance and the holding company for micro and small loans

  • Represented Beijing Infrastructure Investment in its equity transaction in a Cayman Islands incorporated offshore vehicle

  • Represented Taizinai Group in relation to its loan and investment by Actis China Fund 2 LP and equity investments by Goldman Sachs and Morgan Stanley totaling USD 73 million

  • Represented Beijing PMP Real Estate in its loan and equity investment by a British fund totaling USD 55 million

  • Represented China Merchants Securities Investment Management (HK) Company Limited in its equity investment in a Cayman medical equipment company

  • Represented China General Technology (Group) Holding Company Limited in its proposed acquisition of equity interest in a Hong Kong private company

  • Represented Shanghai Zhouyi Enterprise Management Partnership (LP) in the angel round investment in Shanghai Wangdoufu Network Technology Company Limited

  • Bar Admissions/Professional Qualifications

    PRC Bar
    New York State Bar

  • Education

    LL.M., Cornell Law School, 2009-2010
    LL.M. in Civil and Commercial Law, Renmin University of China Law School, 2004-2006
    LL.B., Peking University Law School, 2000-2004

  • Professional Experience

    Senior counsel and counsel, Zhong Lun Law Firm, 2020 to present
    Herbert Smith Freehills, 2006-2020

  • Languages

    Chinese
    English