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Executive Summary - Capitalizing on Opportunities in Emerging Markets



Going Public in Canada and Listing on the TSX and TSXV

Doing Business in China

Overview  Print Version

Blakes is one of Canada's leading law firms, providing its clients with efficient and effective legal advice and services, and is dedicated to building relationships with Chinese companies looking to successfully invest or expand into Canada. Our lengthy history of assisting Chinese clients led the Firm to open an office in Beijing in 1998, making Blakes the only Canadian law firm with an office in Mainland China and placing us in a unique position to provide comprehensive and specialized legal services to our Chinese clients (which consists primarily of Chinese state-owned enterprises (SOEs) and private-sector companies). Our China Practice Group, made up of Canadian lawyers (several of whom speak Mandarin and Cantonese) and trained Chinese legal personnel in our Beijing office, have developed an expertise in Chinese investments into Canada, as well as an understanding of the Chinese commercial and cultural environment, enhancing our ability to advise on Canada-China bilateral trade and investment. Our Canadian, London, Bahrain, Al-Khobar, U.S. and Beijing offices work closely to ensure round-the-clock coverage when and where necessary.

Blakes provides Chinese companies with legal services and advice on all aspects of Canadian business transactions, including mergers and acquisitions, joint ventures, corporate reorganizations, securities offerings, stock market listings, and establishing businesses in Canada. Our expertise extends to corporate finance/securities, regulatory, banking and restructuring, tax, competition, oil and gas, mining, real estate, employment, environmental, and intellectual property law. We have participated in many of the significant investments by Chinese companies throughout Canada in numerous industries but particularly in the oil sands, conventional oil and gas, and mining industries.

Blakes has acted in a supervisory role in relation to the international aspects of several Chinese investments in Canadian companies with foreign assets. We are capable of managing transactions in any time zone, have the necessary translation expertise to work effectively with our Chinese clients, and often work closely with several Chinese, U.K. and U.S. legal firms in multi-jurisdictional transactions involving SOEs.

In addition to assisting with Chinese investment into Canada and other countries, the Blakes China Practice Group's extensive experience in China (including Canadian-trained lawyers that have worked in China), combined with its close working relationships with Chinese and Canadian professional and service organizations, federal and provincial government representatives and key non-governmental associations in China, enables Blakes to advise Canadian and North American companies on a variety of aspects of investing and doing business in China, including establishing representative offices, structuring and documenting joint ventures and wholly owned foreign enterprises, conducting due diligence, arranging intellectual property protection and assisting in dispute resolution.

Representative Transactions

Chinese Clients

  • Counsel to Sinopec International Petroleum Exploration and Production Corporation on its US$4.65-billion purchase of ConocoPhillips' interest in the Syncrude joint venture. The Syncrude joint venture is the largest oil sands venture in the world, which includes surface mining, extraction and upgrading, and has been in production for over 30 years.
  • Represented China’s Sinopec International Petroleum Exploration and Production Corporation, through its subsidiary SinoCanada Petroleum Corporation, in negotiating its C$105-million purchase of an interest in the Northern Lights oil sands project in northeastern Alberta.
  • Advised Zongshen PEM Power Systems Inc. in relation to its acquisition of the two-wheeled gas motorcycle business from Hong Kong VAS International Development Limited, an investment holding company that invests in tandem with, and is controlled by Zongshen PEM’s largest shareholder, Zongshen Industrial Group Co., Ltd.
  • Represented a major Chinese mining client in a recent attempt to acquire a large Canadian-based mining concern.
  • Represented Jien Canada Mining Ltd. and Goldbrook Ventures Inc. in connection with their C$197-million take-over bid for Canadian Royalties Inc.
  • Represented Zhejiang Fulida Ltd. in its strategic investment in and long-term supply agreement for specialty cellulose with Neucel Specialty Cellulose Ltd.
  • Advised Yalian Steel Corporation in connection with its listing on the TSX Venture Exchange.
  • Advised Hong Kong Huakan Investment Co., Limited in connection with its investment for a controlling stake in Merit Mining Corp.
  • Advised China Wind Power International Corp. in connection with its listing on the TSX Venture Exchange.
  • Advised Aluminum Corporation of China with respect to its US$19.5-billion proposed investment in Rio Tinto plc.
  • Advised Hanfeng Evergreen Inc. in the C$80-million strategic investment by Agrium Advanced Technologies and Petrochina.
  • Represented a Canadian manufacturer of electricity transmission components in relation to a proposed joint venture in China.
  • Advised China National Gold Group Corporation on its US$218-million acquisition of a 42 per cent controlling interest in Jinshan Gold Mines from Ivanhoe Mines Ltd.
  • Represented a major Chinese petroleum corporation in the acquisition of several oil sands leases.
  • Provided legal and structuring advice to several private Chinese companies with significant investments in junior public and private oil and gas companies.
  • Representing a Chinese conglomerate in the procurement of solar cell manufacturing equipment and the related licensing of technology to run such equipment.
  • Represented a major Chinese petroleum corporation in a bid for a listed Canadian exploration and production corporation.
  • Represented a Chinese private capital firm and a Chinese coal company regarding listing on the Toronto Stock Exchange.
  • Represented a major Chinese corporation with respect to the disposition of petroleum and natural gas interests located outside of Canada.
  • Represented a Hong Kong holding company in transferring its interests in two Sino-foreign auto parts joint ventures to a Canadian public company.
  • Advised a large state-owned enterprise concerning potential litigation in Canada relating to a purchase agreement to purchase a Canadian industrial enterprise.
  • Advised a Chinese communications company in relation to an alleged libel and/or invasion of privacy matter.
  • Acted for a Chinese client in resolving a dispute with an Ontario-based company relating to the purchase of a production line, including conducting negotiations between the parties and drafting amendments to the purchase agreement.
  • Represented a Chinese building-materials company to clarify and renegotiate an agreement with an Ontario company, whereby the Ontario company would supply manufacturing equipment to the Chinese client.
  • Represented various Chinese ministries and agencies in implementing training programs or conducting research projects in Canada.
  • Advised a Chinese real estate company in its acquisition of a TSX Venture Exchange-listed company.
  • Provided advice to various Chinese clients relating to stock exchange listings and other capital markets transactions in Canada and the United States, including completion of qualifying transactions for Capital Pool Companies.
Canadian Clients and Their Chinese Partners
  • Advised Husky Oil China Ltd. on matters pertaining to Husky's joint venture with CNOOC to develop oil and gas projects in the South China Sea.
  • Advised Husky Energy, Inc. on its disposition of a 50 per cent interest to CNOOC and joint venture agreement for exploration and development of Indonesia Madura fields.
  • Advised Husky Oil China Ltd. on its US$580-million contract with Seadrill Limited to provide a deep-water semi-submersible drilling rig for use in offshore China.
  • Advised Nexans Canada Inc. in connection with the sale of its magnet wire operations in Simcoe, Ontario, and Tianjin, China, to Superior Essex Inc.
  • Assisted a Canadian public company in forming a joint venture with the national oil companies of China, Malaysia and Sudan for the exploration, production, transmission and sale of crude oil in Africa.
  • Assisted a Canadian technology company in establishing a joint venture with two Chinese companies to provide satellite downlink and other wireless Internet technology in China.
  • Legal counsel to a Canadian fund established to seek and invest Chinese investments in Canadian oil and gas companies.
  • Legal counsel to an investor with respect to its investment in a fund in China.
  • Assisted in the preparation of a letter of intent and joint venture agreement in connection with the acquisition of Chinese manufacturing facilities.
  • Assisted Canadian mining companies in setting up joint ventures with their Chinese partners in various provinces in China.
  • Assisted in drafting agreements and other documents in relation to a Chinese joint venture to provide online travel, reservation and related services.
  • Acted for an international information technology company on matters relating to a distributorship arrangement with a Chinese distributor.
  • Acted for a Canadian equipment manufacturer in the sale of equipment and related technology to a Chinese manufacturer, including negotiation and drafting of the sale agreement and related documents.
  • Assisted a Canadian biotech company finalizing a scientific development and supply agreement with a Chinese university.
  • Assisted a Canadian company in drafting a medical services agreement under which Canadian physicians would provide surgical, consulting and training services in Chinese hospitals.
  • Advised a Canadian biomedical company in negotiating the terms of a venture capital investment in that company by a public Chinese company.
  • Represented a Canadian health sciences facility in its dealings with a Chinese inventor in relation to the patenting in Canada of a Chinese invention and licensing of that invention to the Canadian client.
  • Assisted a Canadian company in negotiation and initial documentation of a Chinese e-commerce project and intended business combination.

Blakes is also a member of the China Alliance, a unique arrangement established with three leading U.S. law firms in response to the increasing importance of China to the global marketplace and to North American businesses. Through the head office of the China Alliance in Shanghai, the four law firms have agreed to collaborate in the development of their respective China practices. Office facilities in Shanghai and Beijing offer clients on-the-ground capabilities in China’s primary business and regulatory centres.

Rankings and Recognition

Members of the Blakes China Practice Group are consistently recognized as leaders in their respective fields by the following surveys and guides:

  • The Best Lawyers in Canada 2010
  • Chambers Global: The World’s Leading Lawyers for Business 2010
  • PLC Which Lawyer? 2010
  • IFLR1000: The Guide to the World’s Leading Financial Law Firms 2010 Edition
  • The Canadian Legal Lexpert Directory 2010
  • The 2010 Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada
  • Law Business Research's The International Who’s Who of Business Lawyers 2010

For further information, please contact Robert Granatstein, Michael Laffin or Robert Kwauk. Untitled Document Untitled Document Untitled Document

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Legal Bulletins


Blakes Bulletin on International Trade & Investment – China Focus

International Trade & Investment–China Focus (2008)

International Trade–Focus on China (November 2007)

International Trade–Focus on China (December 2006)

International Trade-China Focus (December 2005)

Mineral Resources Law Update

China Gold Mining Update

 
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