Charltons provides high impact advice to listed companies on a wide range of transactional matters, including joint ventures and investments, strategic acquisitions and divestments and other M&A, take-private transactions, spin-offs, asset injections, capital reductions, share repurchases and other corporate restructurings. We also advise on a wide variety of operational and commercial agreements for listed companies, such as supply, manufacturing, outsourcing, R&D, distribution, agency, franchising, logistics, licensing and employment agreements. Our lawyers have broad experience in capital markets, M&A, corporate finance and commercial transactions, and can provide an insightful and highly personalised service to clients. We often act as special counsel to listed companies’ boards of directors, special committees and management teams in connection with transactions by listed companies.
We have particular experience in advising on takeovers of listed companies, negotiating appropriate deal protection measures and giving guidance to offerors or target companies on requirements under the Hong Kong Takeovers Code and the Listing Rules. Although relatively rare in the Hong Kong market, we also have experience of representing target companies, their boards of directors, bidders and other parties in hostile takeover situations. Julia Charlton currently serves on the Securities Futures Commission’s Takeovers Panel and Takeovers Appeals Panel. Charltons also advises on regulatory and compliance-related issues in connection with transactions by listed companies, arising under the Hong Kong Listing Rules, the Hong Kong Codes on Takeovers and Share Buy-backs, and Hong Kong securities laws.
In particular, we advise in respect of discloseable, notifiable and connected transactions under the Listing Rules, and coordinate preparation of announcements, circulars and other documents. We also assist in applications to the Securities Futures Commission for whitewash waivers where appropriate. Our lawyers have considerable experience in dealing with the Hong Kong Stock Exchange, the Securities Futures Commission and other regulatory and governmental bodies in Hong Kong and the PRC.