eapdlisterllc.hk eapdlaw.com English Version

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1 English Version eapdlisterllc.hk eapdlaw.com

2 Our Story Local Knowledge within an International Framework Lister Lo Lui & Choy is a Hong Kong law firm that entered into an association agreement with international law firm Edwards Angell Palmer & Dodge (EAPD) on 1 October The association was formed in direct response to EAPD s increasing global client base. Lister Lo Lui & Choy and EAPD have fused their expertise, experience and resources and are firmly committed to driving EAPD s strategic move into Asia. Our lawyers have been active in the Asia Pacific region since the early 1980s. Our knowledge of the region and involvement in some of its most high profile and important projects underscores our continuing commitment to assisting clients in the region, and Lister Lo Lui & Choy has accordingly continued to expand both in size and reputation. We are now firmly established as one of the leading firms in Hong Kong. Our collaboration with EAPD provides a direct advantage to our clients as it allows them to benefit from our extensive local knowledge and on the ground experience of working within the Asian markets, whilst also having the resources and support of a larger, globally capable firm. With over 20 years of experience in Hong Kong and the People s Republic of China (the PRC), our lawyers are ideally placed to provide the corporate advice required to enable foreign companies to transact business with Chinese companies, to invest in or indeed enter the China market. We know the PRC and understand the growing importance it has in the minds and strategies of businesses around the globe. Like many of these businesses, we are investing heavily in our corporate capability in Asia, matching our international reputation for corporate work with our proven knowledge, experience and understanding of the region. Many of our lawyers are qualified in other jurisdictions throughout the Asia Pacific region. Many have also worked in industry, combining their legal expertise with first hand technical and commercial experience. We can transact business in Mandarin and other major Chinese language dialects, including Cantonese. In addition to Hong Kong and the PRC, we have advised on significant matters in other Asian and European countries and have developed South Asia, Emerging Markets and Central and Eastern European practices. International Reach Global, Local EAPD is a full service international commercial law firm with 550 lawyers worldwide. In addition to Lister Lo Lui & Choy in Hong Kong, EAPD has an office in London, UK, and in 11 cities throughout the United States. We provide seamless cross border service to our international clients. In addition to our own international offices, when necessary we can draw on our long standing relationships with peers at other independent, best in class global law firms through our membership of The World Law Group. Collectively, our mission is simple. We strive to create value by providing superior legal advice and business counsel to protect and advance the interests of our clients. We believe that we succeed only when our clients succeed. Our culture of respect and professional excellence are key factors in how we respond to our clients needs. It is important to us to understand the markets our clients are in, their business aspirations and the pressures they face. This is the philosophy that has driven our sector focused development, seeing us build multi disciplined global teams expert in a number of sectors, ensuring our advice is in context, sensitive to clients markets and always focused on the larger global picture.

3 Core Practice Areas Our core areas of practice have been aligned to meet clients business objectives. We are organised by practice groups, rather than geography, and our offices function as an integrated network linked by state of the art information and technology systems. China Practice Lawyers in our China practice group have a wealth of knowledge and understanding of the legislation and administrative systems of the PRC. We provide strategic, on the ground advice to a diverse number of international clients on all aspects of doing business in the PRC as well as assisting Chinese companies with their international operations. Our knowledge and close involvement in the PRC market enables us to assist our clients in liaising with central and local government authorities to apply for and obtain the necessary approvals and licences. The experience we have gained in relation to PRC matters over the years makes it possible for us to offer comprehensive advice to our clients covering all legal aspects of their business, both within and outside the PRC. Our multi disciplined team is comprised of lawyers from a number of different jurisdictions. This ensures our ability to deliver the standard of legal services required by our international clientele. The key areas of expertise of our China practice include: Establishment of equity and co-operative joint ventures, wholly foreign owned enterprises and representative offices Mergers & acquisitions Private equity & venture capital Corporate finance, including the issue of B and H shares and other securities matters Employment law Banking & finance Infrastructure, energy, water and natural resources projects Restructuring, reorganisation and insolvency Regulatory & compliance. Commercial Transactions We provide comprehensive legal services for corporations. As such, we advise on a wide range of commercial matters, including: Distributorship arrangements Sale of goods Agency agreements Franchise and licensing relationships Manufacturing, supply and processing agreements Management services contracts Consulting and technical assistance arrangements Terms and conditions of business Supply chain management arrangements, including manufacturing, warehousing, distribution, wholesaling, franchising and retailing Commercial contracts, including outsourcing. Corporate Finance We advise on corporate finance and securities matters, including public offerings, regulatory issues and a variety of other advisory matters. In addition to our foreign clients, we advise Hong Kong based companies on their flotations on the Hong Kong Stock Exchange (HKSE) and the Growth Enterprise Market (GEM). We also act for PRC based companies on their flotations on the HKSE, GEM and other stock exchanges such as the London Stock Exchange and the Alternative Investment Market (AIM). We offer a broad range of US securities services, including NASDAQ and NYSE listings, initial and follow on public offerings registered with the US Securities and Exchange Commission, alternative public offerings (SPACs and reverse mergers), PIPEs, registered direct and private placements. We act for international brokers and banks on Hong Kong securities regulations. We frequently advise on the regulatory aspects of offers by local and overseas issuers of debt and equity securities (including B and H shares issued by the PRC companies) to the public or to institutional investors. In this regard, our lawyers have assisted in establishing a number of funds in Hong Kong and have counselled our clients through the regulatory process for unit trusts and mutual funds. As such, we are familiar and deal with the Securities and Futures Commission (SFC) and the HKSE. Once listed, we advise companies and their directors on continuing listing obligations.

4 Corporate Secretarial Services Our corporate secretarial services department provides a comprehensive range of secretarial services to our corporate clients, which include: Provision of ready made or off the shelf companies (both Hong Kong and offshore) Formation of special purpose companies Company secretary services Registered office Nominee shareholders Custody and maintenance of statutory books Overseas company registration and correspondence address in Hong Kong Authorised representative Business registration Deregistration Process agent. Employment Our employment team provides advice across a broad range of employment issues. We always aim to provide practical and effective solutions to our clients balanced with focused and commercial advice. We also advise on the employment and incentive scheme aspects of acquisitions, disposals and corporate reorganisations. We have experience in the following: Senior executive service agreements and employment contracts Standard terms and conditions of employment (including employee handbooks) Consultancy agreements Share option and employee share ownership schemes Management incentive plans Compensation and benefits structuring Redundancy and termination of employment Restrictive covenants and confidential information Immigration and employment visa applications. Insurance & Reinsurance Globally, we have one of the largest Insurance & Reinsurance Departments, with approximately 100 lawyers across the United States, United Kingdom and Hong Kong dedicated to the business of insurance. Our clients include the world s largest insurance and reinsurance companies, which we represent in corporate, transactional and regulatory matters, in reinsurance arbitrations and litigation and in sophisticated claims and coverage matters. We service clients in the following areas: Coverage & claims Governmental relations Regulatory & transactional services Reinsurance. Intellectual Property Our Intellectual Property Department is composed of lawyers and patent agents holding degrees in technology and scientific disciplines, including many with Ph.D. degrees in engineering, life sciences and chemistry. EAPD is consistently ranked among the leading US firms for number of patents prosecuted to issuance each year and are widely recognised for achieving excellent results in patent litigation and interferences. We assist clients in the following areas: Patents Trademarks & copyrights IP Litigation Licensing & transactions. Litigation We represent a broad range of clients across many industries, including pharmaceutical companies, financial institutions, colleges and universities, technology companies and governments in high exposure and complex litigation. In addition, our lawyers are skilled at resolving disputes through arbitration, mediation and creative, business driven settlements. Core areas of our practice include: Asset tracing Intellectual property Employment litigation Mass torts White collar defence Securities litigation Product liability Commercial litigation.

5 Mergers & Acquisitions The Firm has a premier reputation in corporate matters generally as well as one of the leading mergers & acquisition practices among major law firms. Our lawyers have considerable experience in major transactional work in Hong Kong, the PRC and throughout Asia. We are able to offer clients international legal expertise together with innovative solutions to match their business objectives. Our lawyers work side by side with public and private companies of all sizes to evaluate both the opportunities and the risks presented by a transaction. We assist with all aspects of a transaction, including structuring, regulatory, securities, employment, corporate governance and antitrust issues. We help our clients achieve their business goals while complying with the complex legal and financial requirements of these transactions. We advise on a wide range of corporate transactions, including: Private and public company mergers, acquisitions and disposals Corporate restructurings and reorganisations Management buy outs and buy ins Joint ventures and partnerships Participation and investment agreements Shareholders agreements Regulatory and compliance matters. Private Equity & Venture Capital Private equity investors are at the forefront of the mergers & acquisitions market. Our specialist team of private equity lawyers has worked closely with investors, management teams, buy in candidates and private equity backed companies as the market has evolved. Our clients benefit from the experience, skills and contacts we have gained by acting throughout Asia on all sides of private equity transactions of all sizes, from venture capital to large leveraged buy outs. We have developed sophisticated project management systems and we deliver projects on time and within agreed budgets. Our approach is commercial and practical. Our worldwide expertise in the private equity and venture capital market and our substantial deal volume combined with our specific industry experience allows us to provide creative and pragmatic advice regarding deal structures, industry trends and market terms. Top tier funds, including corporate venture funds, and emerging companies turn to us for some of the largest and most complex deals because of our legal experience, knowledge of industry and financing trends, business insight and network of contacts. We can add value in the following ways: Structuring at the term sheet stage Transaction and bid planning Analysis of risk Formulation and negotiation of management incentive plans Industry, regulatory and specialist advice Appraisal and recommendation of financing options on leveraged deals Planning for and executing exits. contact us Lister Lo Lui & Choy Suite 702 7/F Dina House Ruttonjee Centre 11 Duddell Street Central, Hong Kong /9362 fax: info@eapdlisterllc.hk eapdlisterllc.hk eapdlaw.com