David is a partner at Jingtian & Gongcheng (“Jingtian”), based in Shanghai and Hangzhou offices. Before joining Jingtian, David was the co-head of the corporate advisory group and the healthcare practice group of MWE China Law Offices where he worked closely with partners and clients of McDermott Will & Emery for more than 10 years.

David graduated from Xiamen University (B.A. & Juris Master) and Stanford University (LL.M), dually qualified to practice law in China and the New York State, USA.  David also received one-year legal law training under the Lord Chancellor Scholarship for Young Chinese Lawyers at SOAS, University of London as jointly sponsored by the British government and the Chinese Ministry of Justice.

Leveraging his more than 20 years of post-qualification experience, David assists international clients with their direct investments in China, including green-field investments & restructuring, cross-border mergers and acquisitions, venture capital and private equity investments, and strategic alliances. He counts among his clients numerous Fortune 500 companies and multinationals in a wide range of industries, from manufacturing, infrastructure, telecommunications, media and technology (TMT), to healthcare, life sciences and agriculture.

David also has extensive experience in advising the buyer or seller side of Chinese outbound investments, in connection with various issues related to deal structuring, legal due diligence, negotiation of definitive agreements and post-closing integration.

With a strong focus on compliance matters concerning multinationals in China and the resolution of cross-border commercial disputes, David has a track record of proposing, negotiating, and achieving solutions in a variety of regulatory and compliance matters related to foreign exchange, data privacy, state-owned assets, environmental protection, product liability, commercial bribery and special licensure for certain sectors including healthcare, life science and value-added telecommunications.

 

Education

Stanford University  LL.M

Xiamen University  Juris Master

Xiamen University  Bachelor of Arts

 

Working experience

Jingtian & Gongcheng  Partner

 

Admissions

People’s Republic of China Bar Admission

New York State Bar Admission

Advised a world-leading welding technology company on all China-related issues in selling its global business to a listed Chinese company and assisted in restoring the actual control in a joint venture company in China through boardroom actions and related local court litigations in China.

Represented a world-leading chemical company in acquiring the performance material business in China of another global major player in this sector, as part of a global acquisition valued at US$3.8 billion. Our services included legal due diligence, deal structuring, drafting of local closing documents, and assistance in the regulatory filing and registration for the local closing in China.

Assisted a fortune 500 company in its acquisition of a leading Chinese chemical feedstock manufacturer and provided legal opinions on various related compliance issues regarding the management buyout of the state-owned enterprise and offshore nominee equity structures of the target company.

Counselled a world-leading chemical company on regulatory approvals in connection with their multi-billion US dollar industrial ethanol project in China and review the construction and operational contracts of their business in China.

Counselled a U.S.-based healthcare institution on their business strategy to establish multiple healthcare clinics in China, advising on Chinese regulatory approvals, business structures to work with local joint venture partners, and definitive agreements to form joint venture healthcare institutions and management companies.

Assisted many reputable US hospitals and medical institutions in their cooperation with Chinese hospitals and enterprises including telemedicine, hospital management services and medical tourism projects.

Advised a leading global food company on its business restructuring in China and on various technical and regulatory issues related to its restructure plan and related solutions, including the comparison analysis on merger or liquidation options in terms of tax, labor, liability succession, and other regulatory issues.

Assisted the world largest transportation centre retailer in their strategic cooperation with a reputable Chinese press publishing and distribution state-owned company to run a national chain retail business of press and publication products.

Advised a world-leading information technology company on various regulatory issues related to the medical data management software services it provides to Chinese customers via cloud computing, including the value-added telecommunication service licensure requirement and data privacy and security issues.

Advised a leading Chinese medical device company, in connection with the sale of its business to Blackstone Asia private equity fund. Our service includes deal structure and tax analysis, negotiation of definitive agreements, issuance of PRC legal opinions, and assistance in various closing matters.

Advised a U.S.-listed technology company in restructuring its Chinese business operations for the purpose of getting listed in China and also advised on the employee stock option plan for the key employees of this company.

Provided comprehensive legal services to a U.S.-based private equity firm in its acquisition of Chinese enterprises in various business lines, including legal structure design, legal due diligence, and negotiation and drafting of definitive agreements, as well as handling post-closing issues such as actual control, shareholder information rights, regulatory compliance and dispute resolution.

Counselled a world-leading chemical and nutrition company in the formation of its strategic cooperation partnership with a local major Chinese chemical manufacturer; services included cooperation structure analysis, legal and compliance due diligence on the local partner, drafting and negotiating strategic cooperation agreement, and related transactional agreements.

Provided full legal services to a Fortune 500 company in connection with the handling of a multimillion-RMB administrative penalty proposed by the State Administration of Foreign Exchange (SAFE), including in-depth risk analysis, formulating a legal strategy to deal with SAFE, drafting communications and correspondence with SAFE, attending the hearing held by SAFE, and negotiating a final resolution of the matter with SAFE.

Represented a U.S.-based private equity fund, winning an interim award regarding jurisdiction and a partial award on the key disputed issue without discovery in a multimillion-dollar dispute with its Chinese partners under a share-purchase agreement at the Hong Kong International Arbitration Center, which led to settlement under favorable terms for our client.

Advised a giant SOE in China on its disputes with a world-leading telecommunication company under a joint venture agreement and a proposed business consolidation plan by analyzing the potential legal grounds and strategies for launching or defending legal proceedings at various fronts, including international arbitration based on breach of contract, local court shareholder derivative suits based on the breach of fiduciary duties of senior management, administrative investigations on noncompliance of the JV company, and criminal proceedings based on white-collar crimes.