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CV

Rachel Xia

Rachel Xia is admitted to practice in three jurisdictions including China, England & Wales, UK and New York State, USA. She has in-depth experience in cross-border M&As and investments, with a particular focus on outbound and cross-border M&As worldwide by Chinese enterprises.Rachel also advises on a wide range of corporate matters and project finance, providing commercial objective-orientated legal services including deal structure, establishment of joint ventures and negotiation of shareholders' agreements, disposals of assets and business, restructuring, etc., as well as advising on legal issues and legal risks in relation to multi-jurisdictional complex transactions.

As a lead legal counsel for cross-border investments and M&As transactions, Rachel has frequently led various large and complex transactions across multiple jurisdictions, managing and coordinating the work of local legal counsels in foreign countries, leading the drafting and negotiation of transaction documents, and participating in and handling the entire process of the M&A transactions. Rachel advises M&A transactions in Australia, Canada, Southeast Asia, Africa, South America, the CIS region, Middle East, US, Europe, and UK. The sectors Rachel advises include mining and natural resources, renewables, energy, power, oil and gas, refining, infrastructure, chemical, consumer products, etc.

Representative Matters

  • Advised a Chinese listed company on its joint development of a lithium mine in Mozambique

  • Advised Tongling Non-ferrous on the operation of mining services in DRC

  • Advised Tongling Non-ferrous on the operation of critical mining assets in Canada 

  • Advised Tongling Non-ferrous on Mirador copper mining assets in Ecuador

  • Advised a Chinese mining SOE, Qinghai Salt Lake, on its investment in and acquisition of mining exploration rights in Republic of Congo

  • Advised Rio Tinto, a dual-listed company in London and Australia, on its USD 476 million sale of 74.5% shares in the Palabora Mining Company in South Africa to a consortium led by a Chinese SOE 

  • Advised a Chinese private company on its acquisition of a quartz mine in Indonesia

  • Advised a Canadian listed Australian company Nautilus on an off-take agreement with Tongling Non-ferrous concerning coppers in deep sea of Papa New Guinea 

  • Advis  ed a Chinese mining SOE on acquisition of majority interest in a molybdenum and cooper mine in the Republic of Cameroon

  • Advised a Chinese SOE in its acquisition of a gold mine in Kyrgyzstan

  • Advised a state-owned fund in its acquisition of a copper mine in DRC

  • Advised an A-share listed company on a USD 142 million acquisition of 100% shares held by an Australian listed company in gold mines in South Africa 

  • Advised a Chinese SOE on off-take agreements in respect of investment in mining assets in Australia

  • Advised a Chinese SOE on its bid for acquisition of a coal mine in Canada

  • Advised a Chinese listed SOE on its investment in a chemical industrial park and coal chemical plants in Indonesia, marking the first project of its kind in Indonesia, with a total investment exceeding USD 4 billion

  • Advised a Chinese Fortune 500 state-owned pharmaceutical company on establishing a joint venture company and acquisition of trademarks in Indonesian

  • Advised a private  Chinese enterprise in the energy, oil, and chemical industry on its acquisition of controlling interests in offshore oil filed 

  • Advised MIE Holdings, an H-share listed company, on its USD 154.9 million sale of 60% equity in its oil field in Kazakhstan to Malaysian company Reach Energy Berhad  

  • Advised an A-share listed company on its USD 400 million acquisition of oil assets in Texas and Louisiana, US

  • Advised an A-share listed company on its USD 665 million acquisition of 95% shares in a Houston company which holds oil assets in Texas and California, US

  • Advised a Hong Kong energy company on the development of oil and gas fields in Ethiopia, including the drafting and negotiation of agreements related to pipelines and land, intergovernmental agreements, and EPC contracts

  • Advised CNOOC on its bid for upstream oil and gas assets in Africa

  • Advised CNOOC on legal matters concerning the its operation of oil and gas assets in Kenya

  • Advised a Chinese SOE on its bidding for acquiring 40% shares in an oil field in Brazil

  • Advised a Hong Kong company in drafting and negotiating long-term LNG sale and purchase agreements with Shell, Glencore, Uniper, and  E.ON

  • Advised the controlling shareholder Mr. Liu Changle on his sale of controlling shares (21% to a Chinese company; and 16.93% to a Hong Kong listed company) in a HK listed company, Phoenix TV

  • Advised China National Machinery Import & Export Corporation on its acquisition of solar plants in Bangladesh 

  • Advised Softbank on its sale of a subsidiary in Hong Kong

  • Bar Admissions/Professional Qualifications

    PRC Bar
    England and Wales Bar, UK
    New York State Bar, US

  • Education

    University of Pennsylvania Law School/Wharton's Aresty Institute of Executive Education - Wharton Business and Law Certificate
    King's College, University of London
    China University of Political Science and Law
    Beijing Technology and Business University

  • Professional Experience

    Non-equity Partner, Zhong Lun Law Firm
    Partner, Deloitte Legal Chan & Jamison LLP Hong Kong
    General Manager of Legal Department, POLY-GCL Hong Kong
    Senior associate, Herbert Smith Freehills Hong Kong
    Senior associate, Norton Rose Fulbright
    Associate, Freshfields Bruckhaus Deringer

  • Languages

    Chinese
    English