Our Practice

We have been active in China since 1970 providing legal counsel to the Chinese government, state-owned enterprises and other Chinese businesses on a wide range of matters.  Our Chinese clients trust us to help them complete their most important business transactions and investments, and today we have one of Canada's leading China practices.

Davies is widely recognized as one of Canada's leading law firms and our lawyers are acknowledged leaders in mergers and acquisitions in all sectors from mining and energy to financial institutions.  Our Chinese clients regularly engage us to advise them on public company takeover bids, acquisitions of private companies, minority investments in public companies and joint ventures, including advice on all of the related due diligence, environmental, tax, foreign investment approval, employment, litigation and other legal issues they need to consider when making investments in Canada and internationally.

Our Chinese clients also rely on us to supervise the international aspects of their investments in Canadian companies.  In countries as diverse as Kazakhstan, Peru, Mexico, Ecuador, Mongolia and Australia, we work with local counsel on due diligence reviews and we help our clients understand and manage the risks presented by different legal and political systems.  We also work closely with some of the most respected Chinese accounting and law firms to coordinate the Chinese, Canadian and international tax and legal aspects of our clients' transactions.

Davies has the technological resources and experience to manage transactions in multiple time zones around the world.  We employ the services of highly-experienced translators when necessary and our staff includes a PRC-trained lawyer who helps coordinate communications with our Mandarin-speaking clients.  Our offices are staffed 24 hours a day.

Our Clients

Most of our China-related transactions are confidential.  However, our engagements by the following clients are a matter of public record:

  • Acted for Vision 7 International ULC, a fully integrated marketing communications company, whose two major brands include Canadian marketing communication agency leader Cossette and the international PR firm Citizen Relations, in connection with its acquisition by BlueFocus Communication Group Co., Ltd., the No. 1 integrated communication and marketing services group in China.
  • Acting for China Machinery Engineering Corporation ("CMEC") in connection with its transaction with JD Developments for the Phillip Street, Waterloo Ontario student residence project.
  • Acting as Canadian counsel for National United Resources Holdings Limited, a Hong Kong-based public company listed on the main board of the Stock Exchange of Hong Kong (SEHK), in connection with its acquisition of a 29.95% interest in SouthGobi Resources Limited, a TSX and SEHK-listed integrated coal mining, development and exploration company operating in Mongolia. The interest was purchased from Turquoise Hill Resources Ltd. in reliance on the private agreement exemption under the Canadian takeover bid regime.
  • Acted for Khan Resources Inc., a uranium exploration and development company focused on Mongolia, in connection with the successful defense of a hostile takeover bid by Atomredmetzoloto JSC, a Russian state-owned enterprise, and acted for Khan Resources Inc. in connection with the "white knight" negotiated offer by way of takeover bid by CNNC Overseas Uranium Holding Ltd., an indirect wholly owned subsidiary of China National Nuclear Corporation.
  • Beijing Matsushita Color CRT Company, Ltd. in defence of class actions commenced in Canada alleging price-fixing in respect of the sales of cathode ray tubes.
  • Canadian counsel to AMC Entertainment Inc. in the US$2.6-billion acquisition of AMC by Beijing-based Dalian Wanda Group Co.
  • Hebei Iron & Steel Group Co., Ltd. in connection with its strategic investment in Alderon Iron Ore Corp. and its Kami iron ore project.
  • Minmetals Exploration & Development in connection with its acquisition on a $1.33 billion offer to acquire the outstanding shares of Anvil Mining Limited, a Canadian company headquartered in Perth, Australia, with mining operations in the Democratic Republic of Congo.
  • Minmetals Exploration & Development in connection with its acquisition, on a private placement basis, of 5% of the issued and outstanding shares of Century Iron Mines Corporation and related offtake arrangements for iron ore produced from Century's Duncan Lake Property.
  • Baosteel Resources International Co., Ltd., part of The Baosteel Group and one of the largest steel producers in China and worldwide, in connection with its investment in Noront Resources Ltd., by way of a private placement.
  • Minmetals Resources Limited, a Hong Kong-listed company controlled by China Minmetals, in connection with its proposed $6.3 billion all-cash unsolicited takeover bid (subsequently withdrawn) for Equinox Minerals Limited.
  • Neucel Specialty Cellulose Ltd., one of the world’s top suppliers of specialty cellulose woodpulp, in connection with its sale to Fulida Group Holding Ltd., an integrated textile manufacturer headquartered in Hangzhou Bay, China.
  • Tongling Nonferrous Metals Group Holdings Co. Ltd., China's second largest copper cathode producer, and China Railway Construction Corporation Limited, one of the largest integrated construction enterprises in the world, in connection with their joint acquisition of Corriente Resources Inc.  Corriente is a Canadian resource company focused on advanced exploration and development of copper resources in Ecuador.
  • Hunan Non-Ferrous Metals Corporation Ltd., the largest integrated producer of non-ferrous metals (excluding aluminum) in China, in connection with the acquisition of Beaver Brook Antimony Mine Inc. located in central Newfoundland. The Beaver Brook Mine is the only operating antimony mine in North America, and is one of the world's largest antimony deposits outside China and South Africa.
  • Industrial and Commercial Bank of China Limited, a leading global bank headquartered in China, in its acquisition of The Bank of East Asia (Canada), a Canadian chartered bank.
  • Neucel Specialty Cellulose Ltd. and Wellspring Capital in connection with the financing of a pulp mill in Port Alice, British Columbia and a strategic investment by Fulida Group Holding Ltd., an integrated textile manufacturer in China.
  • Jinduicheng Molybdenum Group and Northwest Nonferrous International Investment Company in their successful acquisition of 100% of the shares of Yukon Zinc Corporation by way of a plan of arrangement valued at $104 million.  This transaction resulted in the acquisition of the Wolverine zinc-copper-lead-silver project in Yukon, Canada.  When completed, this will be the first mine in Canada constructed and developed by a Chinese-owned company.
  • Jinchuan Group, China's largest producer of nickel, cobalt and platinum group metals and a major producer of copper, in its successful $214 million takeover bid for 100% of the shares of Tyler Resources Inc.  Jinchuan's successful offer was fully supported by Tyler's board of directors and defeated a hostile offer made by a competing bidder.
  • China Minmetals and Jiangxi Copper Company Ltd. in their successful $455 million takeover bid for 100% of the shares of Northern Peru Copper.  China Minmetals and Jiangxi Copper are now developing the Galeno copper project in Peru which they acquired as a result of this transaction.
  • Yunnan Metallurgical Group in connection with its investment in Ivernia Inc., a TSX-listed company which owns and operates the Magellan Lead Mine in Western Australia.
  • Northwest Geological Exploration and Mining Bureau for Non-Ferrous Metals of the People's Republic of China ("NWME") with respect to a joint venture between Yukon-Nevada Gold Corp. and Northwest Non-Ferrous International Investment Company Limited, a Chinese investment company 100% owned by NWME, to form a new Canadian company.
  • PetroKazakhstan Inc., a Canadian-listed energy company, in its US$4.18 billion acquisition by China National Petroleum Corporation by way of negotiated takeover bid.

Recognition

  • Recognized as one of Canada’s leading law firms by Chambers and Partners in its annual publication, Chambers Global: The World’s Leading Lawyers for Business. In the 2014 rankings, 41 Davies lawyers received Chambers’ prestigious rankings and the firm was profiled in 12 practice areas, including Banking & Finance, Competition/Antitrust, Corporate/M&A, Dispute Resolution (Ontario, Québec and Class Actions), Energy & Natural Resources: Mining, Environmental, Projects: PPP & Infrastructure, Real Estate, Restructuring/Insolvency and Tax.
  • The 2014 Lexpert®/American Lawyer Guide to the Leading 500 Lawyers in Canada named Davies the leading corporate transactions firm in Toronto and in Montréal, relative to firm size.
  • One lawyer profiled in Expert Guides’ Guide to Leading Practitioners: China 2012, in the area of Mergers and Acquisitions: International.

Our Members

Members of Davies’ China Practice Group regularly visit Beijing, Shanghai and other cities in the People's Republic of China, as well as Hong Kong.  If you would be interested in meeting with us on our next trip to China or would like to arrange for a presentation by us on Canadian and international legal issues, please speak with one of our key contacts listed above.