ENG

  • Yacheng ZHOU

    Counsel / Beijing

  • Tel +86-10-5957-2288

    Email zhouyacheng@zhonglun.com

  • Practices

    Investment/M&A & Corporate Governance, Bankruptcy, Insolvency & Reorganization, Corporate & Commercial Crime

  • Industries

    Energy & Power, Mining & Natural Resources

CV

Yacheng ZHOU

Since being licensed to practice as a lawyer in 1992, Mr. Zhou Yacheng has provided legal services for many enterprises and institutions, including large national enterprise groups, domestic and foreign listed companies, commercial banks, trust companies, high-net-wealth-individuals, family business, large investment funds, carbon funds, foreign-invested enterprises, foreign companies, etc. (including several Fortune 500 enterprises). Representative clients include China Guodian Corporation, China Huadian Corporation, Sinopec, China National Offshore Oil Corp., National Center for Climate Change Strategy and International Cooperation (NCSC), Shougang Group, China Construction Bank, Bank of Communications, Standard Chartered, China Life Investment Holding Company Limited, China Cinda, China Jinggu Trust, China Credit Trust, Jiangsu Yueda Group, Shanxi Jincheng Anthracite Mining Group (JMG), Jinhui Energy Group, Sojitz, Marubeni, etc.
Mr. Zhou Yacheng is a legal expert in the practice areas of natural resources & environment and finance & taxation. His practice focuses on the whole process relating to non-litigation & litigation affairs of carbon asset management, trading and investment,, environmental due diligence, environmental compliance and risk assessment, M&A/corporate reorganization (especially in the sectors of natural resources, energy conservation and environmental protection, chemical industry, etc.), tax planning, wealth planning, etc.

Representative Matters

Merger & Acquisition, Corporate Reorganization (more than 100 mining companies)

  • The legal team under the leadership of Mr. Zhou was fully involved in the whole course of the coal resources integration in Shanxi Province, Provided legal services for a large state-owned coal mine group in Shanxi Province on its several billions (RMB) merger, acquisition and reorganization of dozens of coal mine companies

  • An acquisition of billions of tons coal mines in Inner Mongolia Autonomous Region by a large state-owned coal mine group in Shanxi Province of China

  • A joint venture project of a transport energy utilization company between Shanxi Blue Flame Coal-bed Methane Group and a transport investment company

  • A capital increase project of a coal mine company which is a subsidiary of a large state-owned coal mine group in Shanxi Province

  • An equity reorganization project of a coal mine company which is a subsidiary of a large state-owned coal mine group in Shanxi Province

  • A deregistration project of a coal mine company which is a subsidiary of a large state-owned coal mine group in Shanxi Province

  • An equity transfer project between CHD and a large Shaanxi coal mine company

  • Shaanxi Yitai’s investment in Gansu Dunhuang Hefa Gold Mine Company

  • More than RMB 100 million equity trusteeship project between Jiangsu Yueda Investment and Liulin Tongde Coking Coal

  • An acquisition of Shanxi Xingtang Coal Mine Company by Shengtai Energy Investment

  • A coal mine restructuring project between a large state-owned coal mine group in Shanxi Province and Lanhua Group

  • An acquisition of a coal mine machinery equipment company by a large state-owned coal mine group in Shanxi Province

  • An equity reorganization and liquidation of a subsidiary of Jindong Energy

  • An equity transfer of an iron ore company by a subsidiary of Shougang Group

  • An equity transfer of a real estate company by a subsidiary of Shengli Oilfield

  • An investment project in Shanxi Zhenfu Energy Group

  • An investment project in Shanxi Sanxing Coking Co., Ltd.

  • An investment project in Shanxi Zixin Mining Group

  • An investment project in Liulin County Zhenfu Coking Co., Ltd., etc.


Merger & Acquisition, Corporate Reorganization (dozens of coal chemical companies and other sectors)

  • An acquisition of dozens of coal chemical companies by a large state-owned coal mine group in Shanxi Province

  • An establishment of a coal chemical company by a large state-owned coal mine group in Shanxi Province

  • A reorganization project of the coal-bed methane liquefaction business by a large state-owned coal mine group in Shanxi Province

  • A MTG technology import project between a large state-owned coal mine group in Shanxi Province and Exxon Mobil

  • A resource and asset reorganization project of a large Inner Mongolia coal chemical company

  • An equity reorganization project of Shandong Lianmeng Chemical Group

  • An equity reorganization project of Jinshi Chemical

  • Jiangsu Hengxin’s investment in Haiying Thermal Power

  • An automobile company’s investment in a new energy vehicle power battery company

  • A restructuring project of Shandong Mingshui Ophthalmic Hospital

  • A medical & elderly care integration project of a hospital

  • An reorganization project of Jiangsu Dongda Hospital

  • An acquisition of a pharmaceutical company in Beijing by Jiangsu Yueda Group

  • Several asset reorganization projects of Yueda Investment, etc.


Natural Resources & Environment (dozens of)

  • Served as the legal counsel for the National Center for Climate Change Strategy and International Cooperation (with respect to the National Register System for Carbon emission trading and other relevant services)

  • Served as the legal counsel for China Beijing Environment Exchange (CBEEX)

  • Conducting environmental Due Diligence for the acquisition of a large petrochemical company in China by a well-known foreign oil company

  • Conducting Due diligence on Fujian Eternal Energy Management Co., Ltd.

  • Conducting Due Diligence on Beijing Guodian Solar Clean Energy Technology Co., Ltd.

  • Drafting, reviewing and revising EPC contracts for several EPC companies

  • Provided legal services for Yongheng Energy’s cooperation with a large Beijing state-owned company on the boiler technology innovation and upgrade in Beijing-Tianjin-Hebei region

  • Reviewing contracts for Yongheng Energy’s cooperation with an Inner Mongolia railway investment center on energy saving and emission reduction

  • Provided legal services for JMG’s joint venture with a famous transnational energy management company on the establishment of a company focusing on energy efficiency services and digital mining

  • Provided legal services for a large state-owned asset management company on a debt-to-equity-conversion project

  • Advised a large state-owned asset management company on a mining boundary issue

  • Advised a large Japanese company on its natural gas distributed energy project in China

  • Advised a global software company on its environmental compliance issue

  • Advised an asset management company on carbon asset management and carbon market investment

  • Provided legal advices for CLP Holdings Limited’ carbon emission transaction in a wind power CDM Project

  • Provided legal services for China Guodian Corporation’s several carbon emission transactions in several hydropower CDM Projects

  • Provided legal services on several carbon emission transactions in Jincheng Sihe / Chengzhuang / Beishidian Coal Mine CMM Generation CDM Projects

  • Provided legal services for a subsidiary of CNOOC’s carbon emission transaction in Hengmen NG-fired Power Generation CDM Project

  • Provided legal services on several carbon emission transactions in Shanxi Coking Coal Group’s several Coal Mine Methane Power Generation CDM Projects

  • Provided legal services for Inner Mongolia Sanshenggong’s carbon emission transaction in a Hydropower CDM Project

  • Provided legal services on a carbon emission transaction in Gansu Jinkouba  Hydropower CDM Project

  • Provided legal services for Jinshi Chemical Fertilizer’s carbon emission transaction in a N2O Abatement CDM Project

  • Provided legal services on a carbon emission transaction in Kaifeng Jinkai N2O Abatement CDM Project

  • Provided legal services for Beijing United Carbon Environmental Investment Co., Ltd.’s several carbon emission transactions in several Landfill Gas Power Generation CDM Projects

  • Provided legal services on a carbon emission transaction in Qingdao Xiaojianxi Landfill Gas Utilization CDM Project

  • Provided legal services on a carbon emission transaction in Wuhan Jiangbei West (Xingou) Municipal Solid Waste (MSW) Power Generation CDM Project

  • Provided legal services on a carbon emission transaction in Southern District Heating Network in Urumqi City CDM Project

  • Provided legal services on a carbon emission transaction in Yunnan Qujing Shuangyou Iron & Steel Plant BF-gas Power CDM Project

  • Provided legal services on a carbon emission transaction in Shandong Dongyue HFC-23 Decomposition CDM Project, etc.


Corporate

  • The permanent legal counsel of China Shenhua

  • The permanent legal counsel of Huarong Yufu Capital

  • Listed in Beijing Branch of Bank of Communication’s lawyer database for Provided legal services in credit litigation, Investment banking, etc.

  • The permanent legal counsel of a wind engineering subsidiary of Guodian Group

  • The permanent legal counsel of a subsidiary of Shougang Group

  • The permanent legal counsel of Longde Mining Company of Huadian Group

  • The permanent legal counsel of China National Aviation Fuel Finance Co., Ltd.

  • The permanent legal counsel of Shanxi Shengtai Energy Investment Co., Ltd. (coal mine)

  • The permanent legal counsel of Shanxi Xingtang Coal Mine Co., Ltd.

  • The permanent legal counsel of a new energy investment center in Beijing

  • The permanent legal counsel of Jinan Mingshui Ophthalmic Hospital

  • The permanent legal counsel of Shanxi Tuolong Trading Co., Ltd.

  • Provided legal services for a large state-owned coal mine group’s short-term financing bond projects in 2006 and 2007

  • Provided legal services for a subsidiary of a large state-owned coal mine group’s financing lease project with Minsheng Financial Leasing Co., Ltd.

  • Provided legal services for Standard Chartered’s coal-bed methane financing project

  • Provided legal services for an Anhui chemical company’s relocation project

  • Provided legal services for a Shanghai chemical company’s relocation project

  • Provided legal services on several joint venture projects of Carrefour supermarkets and shopping malls in Nanjing, Suzhou, Wuxi, etc.

  • Provided legal services on a joint venture project of Triumph International Women’s Fashion

  • Provided legal services on a cooperation project of Dongfeng Yueda KIA Motors

  • Provided legal services for Shanghai Biological Sciences Institute of CAS’s biopharmaceuticals cooperation project in Shanghai Zhangjiang Hi-Tech Park, etc.


Taxation & Wealth Planning

  • Provided legal services for private banking clients of China Construction Bank (head office and all branches) and Served as the principal team coordinator

  • Provided legal services for private banking clients of Beijing Branch of Banks of Communications

  • Provided legal consulting for a private banking client who has immigrated into Canada on wealth planning and inheritance as to his real estate and financial asset located in China

  • Provided tax consulting and tax planning legal services for many high-net-wealth-individuals concerning their companies and families

  • Provided tax consulting and tax planning legal services for a client who is going to immigrate into USA as to his real estate and financial asset located in China

  • Provided legal consulting for client who has immigrated into Canada on tax and immigration policies

  • Provided legal consulting for a high-net-wealth-individual on premarital wealth protection and post-marital wealth separation

  • Provided legal consulting and tax planning for a high-net-wealth-individual on inheritance

  • Provided legal consulting for a high-net-wealth-individual on pre-IPO shareholding structure design and trust arrangement

  • Provided tax consulting for a high-net-wealth-individual who is going to immigrated into USA

  • Provided legal consulting for a high-net-wealth-individual on family wealth inheritance and tax planning on family businesses

  • Provided legal consulting for a high-net-wealth-individual on inheritance of real estate

  • Provided legal consulting for a high-net-wealth-individual on immigration to Hong Kong

  • Provided legal consulting for a high-net-wealth-individual on premarital wealth planning

  • Provided legal consulting for several high-net-wealth-individuals on wealth protection during divorce

  • Provided legal consulting for a high-net-wealth-individual on separation of property during divorce litigation

  • Provided legal consulting for a high-net-wealth-individual on FATCA

  • Provided legal consulting for a high-net-wealth-individual on human resources and labor relationship management concerning his business

  • Provided legal consulting for several high-net-wealth-individuals on purchase disputes of real estate

  • Provided legal consulting for a high-net-wealth-individual on family wealth inheritance

  • Provided legal consulting for a high-net-wealth-individual on patent protection concerning his business

  • Provided legal consulting for a high-net-wealth-individual who is going to immigrate into USA on personal and corporate tax planning

  • Provided legal consulting for several high-net-wealth-individuals on personal and corporate legal risk identification, assessment and customized solution

  • Advised on an equity transfer and increase in registered capital project of Huadian Group Longde Mining Company (tax planning and accounting issues involved)

  • Advised a large state-controlled chemical company on an equity reorganization project (tax planning and accounting issues involved)

  • Advised a large state-controlled company on an equity reorganization and relocation project (tax planning and accounting issues involved)

  • Provided tax planning legal services for a sports & leisure company on an equity transfer project

  • Advised a foreign citizen on Chinese tax law

  • Provided tax consulting for a foreign-invested electronic security company in Dalian of China

  • Provided tax consulting for a large Japanese company and a number of other enterprises, as well as many tax disputes consulting


Litigation & Arbitration

  • Representing a subsidiary of Shougang Group in an equity transfer dispute  with a huge amount against a large iron and steel company in Liaoning province before Liaoning Higher People's Court and achieving a favorable result

  • Representing an energy group in Shanxi province in a CIETAC arbitration with a huge amount arising from equity transfer and mining right against a mining subsidiary of an energy group in Hebei province

  • Representing a subsidiary of Shengli Oilfield in a dispute arising from joint development of oil resource against an oil production subsidiary of Yanchang Petroleum Group

  • Representing an energy company in Xinjiang Autonomous Region in an equity transfer dispute against an individual before the Supreme People's Court relating to a mining company

  • Representing a coal trading company in Inner Mongolia Autonomous Region in a dispute arising from joint operation contracts against an energy company in Heilongjiang province before the Supreme People's Court

  • Advised an energy company in Shaanxi province on an equity transfer dispute with a huge amount of several hundred million (RMB)

  • Advised a wind power company of a large power group on the petition for a retrial before the Supreme People's Court in an environmental pollution case which has been retried before Liaoning Higher People's Court

  • Paying close attention to and studying the marine oil pollution issues for several years and studying relevant issues related to litigations involving claims for compensations in a number of marine oil pollution cases with relevant non-profit organizations and enterprises

  • Advised a large energy company in Shanxi province in its potential dispute arising from research, development and trial-production of new types of environmental-friendly products against a scientific research institution

  • Representing China Jingu Trust or China Credit Trust in dozens of loan contracts disputes, trust disputes and notarization for compulsory enforcement cases, etc. before Beijing courts at all levels and achieving favorable results

  • Representing a large group in Shandong province in its non-performing asset disposal and guarantee disputes against relevant bank, asset management companies and overseas investment company with an amount of more than RMB 100 million, conducting a thorough study on  relevant rules and practice relating to issues such as non-performing asset transfer, foreign-related guarantee, assignment of debts, etc., Provided very useful opinions during the enforcement proceedings before courts at all levels, bringing the cases into retrial procedure before the Supreme People's Court again and achieving a very satisfying result through settlement at a low amount

  • Representing a subsidiary of China Guodian Group in a loan contract and guarantee dispute against China CITIC Bank with an amount of tens of millions (RMB) and reaching settlement

  • Representing a subsidiary of China Guodian Group in a contract dispute against Beijing BITEMC Electronic Co., Ltd.

  • Representing a subsidiary of China Guodian Group in a debt dispute and a contract dispute against a mining company and won the case; also Provided legal service in the execution procedure and earning the client’s respect for the recovery of debt of millions by adding other new entity as entities subject to execution since the defendant lacked assets

  • Representing Jiangsu Hengsheng in its several disputes over debt, loan and guarantee contracts

  • Representing Yancheng Economic & Technological Development Area Administration Committee in a land use rights contract dispute against a real estate development company in Yancheng before the Supreme People’s Court and achieving favorable result

  • Representing Shenzhen Jinggong Design & Decoration Engineering Co., Ltd. in a construction contract dispute against a real estate development company in Beijing.

  • Representing Weifang Sanjian Construction Group in a construction contract dispute against a commercial bank

  • Representing Shanghai CenturyMart in a lease contract dispute against a real estate development company in Beijing

  • Representing Beijing Urban Construction Exploration & Surveying Design Research Institute in a survey contract dispute arising from a construction project against a real estate development company in Beijing

  • Representing Gansu Jintai Electric Co., Ltd. in a construction contract dispute arising from Jinkouba Hydropower Station project

  • Representing Shenzhen Shiji Xingyuan Co., Ltd. in a variety of disputes over the control of a company including the revocation of board of directors resolutions or shareholder meeting resolutions, action for confirmation of void resolution, etc. against Chinese Academy of Engineering, Peking University Science Park Company, Tuspark Company, etc.

  • Representing a hospital in Pizhou in a lease contract dispute

  • Representing Chaolai Xinsheng in an application for the recognition and execution of arbitration award

  • Representing Chaolai Xinsheng in an unjust enrichment dispute

  • Representing Huadian Group Longde Mining in a commercial instrument dispute

  • Representing a subsidiary of China Guodian Group in more than twenty labor disputes before Beijing Xicheng District People’s Court, Beijing Chaoyang District People’s Court, Beijing Second Intermediate People's Court or Beijing Third Intermediate People's Court, etc.


Infrastructure and Real Estate

  • Advised a Jiangsu group on its investment in Jing-Jin Highway project

  • Advised a Jiangsu group on its investment in Cheng-Guan Highway project

  • Advised a Jiangsu company on its acquisition of Jing-Hu Highway

  • Advised a Jiangsu company on its acquisition of Shaanxi Xi-Tong Highway

  • Advised a Jiangsu company and Yueda Hong Kong on its acquisition of the operation right of Xuzhou 3rd Ring Rd

  • Advised a Jiangsu listed company on its investment in a BOT project of G204 national road Yanfu section

  • Advised a company on its acquisition of the operation right of Jing-Da Highway project

  • Advised a Shanxi company on its investment in the project of high speed beltway in Qizhou

  • Advised a Shanxi company on its acquisition of the operation right of Qi-Fu Highway

  • Advised a Shanxi company on its acquisition of shares of Gao-Ling Highway company

  • Advised an insurance company on its investment in more than ten highways

  • Advised on Shanghai Yueda real estate project

  • Advised Jiangsu Yueda Group on a shipbuilding project of two container vessels with forty thousand tons respectively

  • Advised on Huaneng Huaiyin power plant project

  • Legal counsel of a Bureau of Land and Resources

  • Legal counsel of Beijing Municipal Bureau of Construction

  • Legal counsel of Beijing Urban Construction Exploration & Surveying Design Research Institute

  • Legal counsel of Beijing Tianfang Shiji Real Estate Brokerage Co., Ltd.

  • Legal counsel of a real estate development company in Langfang

  • Legal counsel of Beijing Guoxin Xingye International Engineer Consultancy Co., Ltd.

  • Advised Langfang Economic and Technological Development Zone Administrative Committee on its state-owned assets withdrawal project relating to Yonghua Real Estate Development Co., Ltd.

  • Advised Langfang Economic and Technological Development Zone Development & Construction Co., Ltd. on its acquisition of assets from Langfang Dongfang University Town Infrastructure Management Co., Ltd., etc.


Securities & Capital Markets

  • Advised on a red-chip listing of a large chemical group in Shandong province

  • Advised on a private equity investment in a pharmaceutical company in Luzhou city of Sichuan Province

  • Advised on a private equity investment in Beijing Huabei Shengyu Company

  • Advised on a private equity investment in Shandong Wanzhong Technology Company

  • Advised on a private equity investment in Fujian Qinghuayuan Technology Company

  • Advised on a private equity investment in a Yangtze shipping company in Jiangxi province

  • Advised on Dayuan reorganization project

  • Advised Yueda Mining Holdings Limited (listed in Hong Kong Stock Exchange) on securities-related issues

  • Advised Weihai Guangtai Airport Equipment Co., Ltd. on securities-related issues, etc.

Honors and Awards

For Individual

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners (a prestigious ranking service and legal media in the global legal industry) in Chambers Global 2017

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Asia-Pacific 2017

Highly recommended as a leading lawyer in the practice area of Environment by Chambers & Partners in Chambers Asia-Pacific 2017

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Global 2016

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Asia-Pacific 2016

Highly recommended as a leading lawyer in the practice area of Environment by Chambers & Partners in Chambers Asia-Pacific 2016

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Global 2015

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Asia-Pacific 2015

Highly recommended as a leading lawyer in the practice area of Environment by Chambers & Partners in Chambers Asia-Pacific 2015

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Global 2014

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Asia-Pacific 2014

Highly recommended as a leading lawyer in the practice area of Environment by Chambers & Partners in Chambers Asia-Pacific 2014

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Global 2013

Highly recommended as a leading lawyer in the practice area of Energy & Natural Resources by Chambers & Partners in Chambers Asia-Pacific 2013

Highly recommended as a leading lawyer in the practice area of Environment by Chambers & Partners in Chambers Asia-Pacific 2013

Ranked as a highly regarded lawyer in the practice areas of Banking, Capital Market, Energy & Infrastructure, and Project Finance by IFLR1000 in “Financial and Corporate 2018”

Ranked as a leading lawyer by IFLR1000 in “Finance and Corporate 2017”

Ranked as a leading lawyer by IFLR1000 in “Finance and Corporate 2016”

Ranked as a leading lawyer by IFLR1000 in “Finance and Corporate 2015”

Ranked as a leading lawyer by IFLR1000 in “Energy & Infrastructure Guide 2014”

Ranked as a leading lawyer in the practice areas of Dispute Resolution & Litigation and Taxation by Asialaw Profiles 2018

Memberships & Affiliations

Member of the Environment, Resources & Energy Committee of the All China Lawyers Association (ACLA)

The only lawyer being appointed as a member of the Expert Team of the Legislative Drafting Working Group for the Act of the People's Republic of China on Addressing Climate Change

Specially invited expert on Chinese environmental law in the Green Finance Reform and Green Transformation research project of the China Council for International Cooperation on Environment and Development (CCICED)

Deputy Secretary-General, Director, head of the financial regulations group of Green Finance Committee under China Society for Finance and Banking

Member of the Expert Committee under the Green Finance Working Group organized by the People’s Bank of China

Being invited to participate in the amending of Atmospheric Pollution Prevention and Control Law, offering legislation proposals on the disclosure of environmental information by listed companies in the amendment of Security Law and offering legislation proposals on the environmental responsibilities of lending banks in the amendment of Law of Commercial Bank

As a legal expert in the practice areas of resources and environment, being invited by NDRC, the Office of the National Coordination Committee on Climate Change, Development Research Center of the State Council, China Council for the Promotion of International Trade and other institutions to give keynote speeches and reports on relevant issues regarding legal risk management in relevant nationwide professional conferences and training programs

Member of the Enterprise Legal Risk Management Committee under the Beijing Lawyers Association

Member of the Legal Affairs Committee under the Beijing Committee of China National Democratic Construction Association

A core member of the Industry Risk Study Research Group organized by the Beijing Lawyers Association

Partner Zhou Yacheng Speaks at International Seminar on Legislation on Addressing Climate Change

Three Senior Lawyers Join Zhong Lun as Partners

Publications

“In charge of two research topics of Green Finance Working Group organized by the People’s Bank of China, the research achievement has been included in a book Constructing the Green Finance System of China”, China Financial Publishing House, April 1, 2015

“Carbon Emission Reductions Trade: Legal Issues and Risk Control, China Environmental Science Press”, 600,000 words, January, 2011, the first professional book in China with respect to the legal issues of Carbon Emission Reductions Transactions

Related

  • Bar Admissions/Professional Qualifications

    Qualification of PRC lawyer (with the title of Senior Lawyer)
    Qualification of Economist
    Qualification of Accountant
    Qualification of Corporate Legal Counsel

  • Education

    China University of Political Science and Law

  • Professional Experience

    Counsel, Partner, Zhong Lun Law firm
    Partner, Beijing Hua Tang Law Firm

  • Languages

    Chinese
    English