Taking equity in an FIE

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clpstaff &clp articles

Two M&A specialists present their views on issues to consider when making an equity acquisition in a foreign-invested enterprise.

I am interested in purchasing a considerable stake in a friend's WFOE. Her business has expanded (both in size and profits) substantially over the last two years and I would like to be a part of its continuing growth. I am wary though of laws governing M&As in China as I am not familiar with them.

What issues should I consider when making an equity acquisition in an FIE?



Domestic perspective

When doing deals in any jurisdiction, a thorough due diligence investigation by experienced professionals is indispensable. As we all know that the Chinese legal and economic systems underwent fundamental changes over the past 30 years, and that the road to a successful acquisition is littered with traps and loopholes, it is mandatory to perform a thorough due diligence investigation prior to the negotiation of definitive agreements when acquiring a foreign-invested enterprise (FIE) in China. Before making a decision on the acquisition, the following should be carefully considered: 1) whether the FIE has freedom to operate; 2) its list of assets and debts; 3) successor liabilities; and 4) whether the transaction violates mandatory laws.

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