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Amigo L. Xie

Partner
+852.2230.3510
Fax +852.2511.9515
Dr. Xie’s practice focuses on PRC-related cross-border merger and acquisition (M&A) (inbound investment into China and outbound investment from China), Chinese companies’ overseas IPO, anti-trust pre-merger filing in China, and corporate and commercial matters. With more than 15 years’ experience representing both domestic and foreign investors in PRC-related cross border transactions, Dr. Xie advises clients on a wide array of legal issues including, overseas investments by PRC individuals, state-owned or private enterprises, foreign direct investment, corporate restructuring, listings and other fund raising on overseas markets, private placement of securities, regulatory compliance of foreign investment enterprises in China, pre-merger filings in China and restructuring tax.

Professional/Civic Activities

  • Director, Chinese Society of International Economic Law
  • Director, Chen An International Economic Law Development Foundation
  • Visiting professor, International Economic Law Institute, Law School, Xiamen university
  • PRC National Bar Association
  • Shanghai Municipality Bar Association

Speaking Engagements

  • Speaker, “China Tax on Investment Income of Non-Resident Enterprises in China,” April 2013, Seminar on International Economic Law and Dispute Resolution Procedures: Issues and Reforms, Xiamen
  • Speaker, K&L Gates’ Global Associate Symposium, April 2012, Pittsburgh, PA
  • Speaker, “Chinese Tax on Indirect Transfers of Businesses in China,” January 2011, Pacific Rim Tax Institute, Menlo Park, CA
  • Speaker, “Analyzing financial market access regulations in Taiwan,” September 2009, Cross Straits Banking Summit, The Banker, Xiamen
  • Speaker, “China Outbound Direct Investment Regulations," September 2009, Seminar on Legal Issues Regarding China Outbound Investments, Guangdong Bar Association, Xiamen

Additional Information

Publications
  • Author, “What is Simplified under Anti-Monopoly Filing Procedures for Simple M&A Cases?,” K&L Gates Client Alert, 2015
  • Author, “China Opens Door to Overseas IPOs,” K&L Gates Client Alert, 2009
  • Author, “Analysis on Latest Development of PRC Foreign Exchange Regulations on PRC Resident Individual’s Overseas Round-Trip Investment,” Journal of International Economic Law, Volume 14, Number 3, 2007, Peking University Press
M&A
  • Advise a Swedish based fund which is managed by a US team on its sell-down of shares of an A share listed company after its lock-up period through block trading, centralized competitive trading, and share transfer agreement.
  • Advise founders of a US Internet start-up who are PRC citizens on their investment in China and the relevant registrations of their shares in the US start-up.
  • Advise Columbia Sportswear Company, a leading sportswear brand, on its buyout of the 40% interest in a China joint venture from Swire Resources Limited by exercising a call option.
  • Advise 3D System, a leading provider of the most complete portfolio of 3D digital design and fabrication solutions, on its acquisition of the remaining equity interest in a China joint venture from minority shareholders by exercising a call option.
  • Advise a leading Japanese chemical company on its acquisition of two PRC domestic chemical companies through business transfer and restructuring.
  • Advise II-VI Incorporated, a global leader in engineered materials and optoelectronic components, on its acquisition of Finisar Corporation, a global technology leader in optical communications, in a cash and stock transaction with an equity value of approximately $3.2 billion from PRC perspective, working with 16 offices of K&L Gates on four continents.
  • Advise a Hong Kong listed company on its financial investment in a PRC based company engaged in private school business.
  • Advise a Hong Kong client on its disposal of its interest on National Equities Exchange and Quotation.
  • Act for a China state-owned press group in its pre-IPO investment through warrants in a Cayman Island issuer for a US IPO purpose.
  • Advise CEFC China on its acquisition of Florentinum office building, a LEED platinum certified property and first development of Penta Investments completed in the Czech Republic.
  • Advise Shanghai Electric Group Co., Ltd. on its acquisition of Broetje Group which is a supplier in the aerospace industry with a product portfolio covering the entire process chain for assembly of aero structures and the related components offering complete assembly lines as well as fastening machines for all types of structured assemblies from DBAG Fund.
  • Advise a listed company in China on its acquisition of a private company in Taiwan as well as a joint venture between the listed company and the founders of Taiwan company in China.
  • Advise a PRC based company which is listed in Hong Kong on its green field investments in California.
  • Advise a media group on its outbound investment in a US company which engages in the business of VR and a joint venture with the same US company and a private equity fund in Shanghai.
  • Advise Silergy Corp. on its issuance of convertible bonds from PRC law.
  • Advise a trust company and a private equity fund in China on its participation in a privatization and relisting on a share market of a PRC-based company which is listed in NASDAQ.
  • Advise a PRC listed company on its participation of a bidding and an acquisition of a US company in Chicago.
  • Advise Corbis, a US company, on reporting requirements on the PRC side for its disposal of image business to Virtual China, a PRC public company (000681).
  • Advise a Japanese company on its MBO through a Hong Kong company and further disposal of its consulting service business in China to one of famous global auditing firms.
  • Advise a US-based private equity fund on its joint venture in Hong Kong with a big private PRC company and investment of the newly-formed joint venture in Sinopec Sales Co., Ltd., a subsidiary of Sinopec, one of the biggest state-owned enterprise in China.
  • Advise 3D System, a leading provider of the most complete portfolio of 3D digital design and fabrication solutions, on its acquisition of a China-based 3D printing sales and service provider, and its four subsidiaries in China and one affiliate in Hong Kong. The acquisition established the US listed company’s presence in China.
  • Act for a Japan multinational corporation on its acquisition of a PRC state-owned enterprise’s business in the US and formation of an offshore JV with the state-owned enterprise for an energy saving business in China.
  • Advise an animated cartoon movie and TV program production company on the formation of its VIE structure, its Series A financing from an industry investment fund controlled by the PRC Ministry of Finance and its strategic investment from a famous movie distribution company.
  • Advise a Cayman company invested by several venture capital investors on its disposal of its cable TV business in China to a state-owned enterprise and exit from a VIE structure.
  • Act for a US client for its Hong Kong joint venture with a PRC listed company (an SOE)’s subsidiary to merger their respective global fiberglass business.
  • Act for a famous global sportswear brand for its PRC joint venture with its Great China agent and the relevant assets acquisition and business transfer.
  • Act as a PRC coordinator with eleven other offices of K&L Gates for an acquisition at the consideration exceeding €10 billion.
  • Act for a US investor for its indirect investment in cable TV business in China in a private placement of a Cayman company.
  • Act for a PRC listed company for its overseas acquisition of Hong Kong companies and German companies.
  • Represent Flow International Corporation, a US listed company, in its acquisition of a minority stake in, and joint venture in respect of, Dardi International Corporation, a Chinese manufacturer of waterjet cutting system.
  • Act for Staples (China) in its acquisition of a 75% equity interest in, and joint venture in respect of, Jiangsu Staples Peipei Office Products Co. Ltd.
  • Act for Shanghai Automotive Industry Sales Corporation, a state-owned enterprise and wholly-owned subsidiary of Shanghai Automotive Industry Corporation (Group), in its 50%/50% joint venture with two subsidiaries of Shell Corporation.
  • Act for Stone Group Holdings Limited, a HK listed company, in its US$150-million acquisition of 100% equity interest in Shanghai GoldPartner, a bestselling consumer healthcare products provider in China.
PE/VC
  • Advise Shanghai Yiguo E-Commerce Co., Ltd. on its Series C, C+ and D financing in the sector of online distribution of food and fruit.
  • Advise Capital Today on its investment in the merger of Dian Ping and Mei Tuan, China’s top group deals sites and their further investment in rounds 2 and 3 of series B financing of the surviving company.
  • Advise a famous PC and mobile Internet company, a trip service provider, on its Series C financing.
  • Advise a private PRC company, a mobile apps installation service provider, on its Series B private placement through the VIE structure.
  • Represent a foreign private equity fund in its acquisition of six sewerage treatment companies in China.
  • Represent a foreign private equity fund in its Series C Preferred Shares investment in 12 hydroelectric companies in China.
  • Represent Orchid Asia III, L.P. in the following transactions:
    • Series A Preferred Shares investment in KML Company Limited
    • Series A Preferred Shares investment in Lifetech China Corporation
    • Series A Preferred Shares investment in Sport100 International Limited
    • Series A Preferred Shares investment in United Information Technologies Limited
    • Series A Preferred Shares investment in Wuyi Int'l Pharmaceutical before Wuyi’s IPO in Hong Kong.
IPO/RTO
  • Act for a PRC issuer engaging in pharmaceutical business for its IPO in the US.
  • Act for a PRC-based financial leasing company for its IPO on main board of Hong Kong stock exchange.
  • Act for a PRC-based manufacturing company for its IPO on GEM board of Hong Kong stock exchange.
  • Act for a US-listed company in the PRC IPO application of a PRC issuer in which the US-listed company invested, including documents to be submitted to the CSRC by the US-listed company.
  • Act for AMDL Inc., a US listed company, in its acquisition of Jade Pharmaceuticals, Ltd. and its two subsidiaries in China which are engaged in the manufacture and sale of pharmaceuticals in China.
FDI
  • Advise a US listed company on its dissolution of its PRC subsidiaries engaging in medical device businesses.
  • Act for a WFOE set up by an Australian university on its English training service in China.
  • Act for an Italian client for its formation of a subsidiary of a WFOE and transfer its business in Waigaoqiao Free Trade Zone to the new company.
  • Act for a US university for its formation of an education-related consulting WFOE in Nanjing.
  • Act for Darwin Rhodes in its establishment of an employment agency WFOE in China under CEPA scheme.
  • Act for Nangyang Commercial Bank in its conversion of its branch banks into a bank with legal person status in China.
  • Act for Saifu Business Information (Zhejiang) Ltd. in its overseas debt collection business and its ICP business in China.
Commercial Contracts
  • Advise a US pharmaceutical company on its a collaboration and license agreement in China.
  • Advise a listed pharma company in China on its collaboration and license agreement with a France company regarding the France company’s proprietary platform for protein and peptide delivery for the treatment of diabetes.
  • Advise three US listed companies on their respective long-term supply agreements with PRC distributors.
  • Advise a New Zealand company on its cross-border extended warranty services and relevant contracts.
  • Advise a foreign investment crowd-funding service provider on its US real estate investment plan which is targeted at PRC investors.
  • Advise a US company on the supply of its door alarm system to a PRC aircraft manufacturing company.
Pre-merger Anti-trust  Filing
  • Advise a Germany based global leader in industrial trucks, related services and supply chain solutions on its pre-merger filing in China for its minority investment in a PRC competitor.
  • Act for a famous supermarket company in China and a famous fresh food provider in Korea for their two joint ventures in China and the relevant pre-merger filings.
  • Act for two Hong Kong listed companies for their pre-merger anti-trust filing in China arising from their offshore share transfer.
  • Advise a Japan multinational corporation for its pre-merger anti-trust filing in China arising from its formation of a joint venture in Hong Kong with a PRC state-owned enterprise.
Real Estate 
  • Advise its PRC subsidiary of a leading US-based multinational e-commerce company on its easement arrangement and follow-up construction work in a northwest city in China.
  • Act for a Hong Kong listed company for its acquisition of commercial buildings and relevant profit guarantee arrangements in Shanghai, which is also a major and connected transaction of the Hong Kong listed company.
  • Act for a Taiwan client for the gift of his properties in China to his spouse.
  • Act for a Hong Kong listed company for its acquisitions of office buildings in Shanghai, Wuhan, Beijing, Shenzhen, Xi’an etc.
  • Act for a Fortune 500 company in its removal of production lines from south China to north China and its construction-lease arrangement with its biggest customer in north China.
  • Act for an asset management company in Hong Kong in its acquisition and disposal of equity in a property investment company with a real estate development project in Guangzhou.
Investigation
  • Advise a leading chemical company on an investigation involving one of its employee’s unauthorized accesses to her superior's computer and review the internal compliance procedures with the Business Conduct Policy of the company.
Compliance
  • Act for a China telecom company in its data protection and transfer compliance in Poland and Sweden.
Employment/ESOP
  • Advised a US-listed company engaging in LED manufacturing in China on its internship agreements regarding employment of students in China, secondment agreements regarding dispatched employees in China, part-time employment agreements, independent service provider agreements, internal policies on key employees’ post-employment non-compete obligations in China and release of stock option proceeds for resigned employees.
  • Advised a representative office of a Hong Kong company in China on the termination of its employment relationship with its employees due to its dissolution.
  • Advise two US listed companies on their respective registration of their ESOPs in respect of their PRC employees in China.
  • Advise an India company which plans to be listed on a stock exchange and its Hong Kong subsidiary on its ESOP for China employees.
  • Advise a Taiwan invested Cayman Islands company which plans to be listed on a stock exchange on its ESOP for China employees.
Litigation/Arbitration
  • Advise a US client’s PRC subsidiary on its arbitration with a state-owned enterprise in Hong Kong.
  • Advise a US listed company’s subsidiary in China on its labor arbitration and litigation with an employee for early termination of the employee’s relationship.
  • Act for Zhenhua Heavy Industries Co., Ltd. in three value added tax related arbitrations in China.