中 文

S. W. Wong & Associates (hereinafter referred to as "the Firm") is formed by a team of lawyers with expertise in different areas of laws of Hong Kong and PRC, United Kingdom. All lawyers of the Firm are of over ten years of post qualification experience and all have their own expertise and with good professional conduct. The Firm is able to provide quality, efficient and practical legal services to its clients with the highest international standard in Chinese (Mandarin, Cantonese and other dialects) and English.

The Firm is legal advisor to many local and foreign conglomerates, institutions, enterprises, companies and government bodies and has maintained a very good working relationship with them. The Firm has also established associated and affiliated relationship with law firms, banks and other institutions in China, Europe, US, Canada, New Zealand, Singapore, Malaysia, Indonesia, Taiwan, Macau and other countries or areas.

The Firm is mainly engaged in providing legal services in relation to domestic (both Hong Kong and China) and foreign commerce, real estate, finance, securities, merger and acquisition, investment, intellectual property, litigation and arbitration.

The Firm is situated at 16/F., Wincome Centre, 39 Des Voeux Road Central, Central, Hong Kong and equipped with advanced computer network and data base. And it has already established its Representative Institution in Guangzhou, a city in the South China.

Scope of Services

Annual Retainer Service

• Acting as legal advisor on annual basis for institutions, associations, body corporate and individuals; and advising on legal issues relating to management, operation and policy making of such entities for the purposes of protection of their legal rights and interest.

Legal Advice on Project Basis

• Providing legal advice and legal risk assessment for investment, trading and other projects including negotiation and drafting of contracts or related legal documents, including but not limited to the following:-

A. Commercial Law

Advising on and assisting clients in negotiating, preparing, approving and attesting following legal documents :

• Contracts for sale, lease or mortgage of tangible assets;
• Import or export contracts;
• Agency contracts or distribution contracts;
• Contracts of licensing, assignment or charge of patents, trademarks, copyright or computer software;
• Maintenance and other service contracts;
• Shareholder or partnership agreements;
• Franchising contracts;
• Consultancy contracts;
• Entertainment contacts;
• Management contracts including but not limited to management of hotel, department store, club or factory;
• Employment or service contracts.

B. Company Law

• Promotion, establishment and registration of companies in Hong Kong, China and foreign countries;
• Shareholders' agreements;
• Memorandum and Articles of Association;
• Sale, transfer, charge and succession of shares;
• Attending and preparing documents for convening meetings of board of directors and shareholders, drafting minutes of such meetings;
• Corporate finance;
• Company restructuring in Hong Kong and China including transforming state-owned enterprises to limited liability companies and domestic enterprises to foreign investment enterprises;
• Sale and purchase of business and assets;
• Mortgage or charge of companies assets;
• Insolvency or dissolution of companies and schemes of arrangement.

C. Establishment of Foreign Investment Enterprises in China

Advising on general industrial guidelines, laws and regulations relating to foreign investment in China:

• Advising on selection of locations and arranging comprehensive assessment of investment environment for foreign investors;
• Assisting foreign investors in preparing project feasibility study reports;
• Preparing joint venture contracts, memorandum and articles of association and other documents in relation to foreign investment enterprises;
• Assisting foreign investors or Chinese parties in negotiation of commercial arrangements and drafting related documents;
• Assisting foreign investors in obtaining approval for projects, contracts and memorandum and articles of association and related matters, attending to formalities relating to registrations of the same with the Bureau of Industry and Commerce, Tax Authorities, the Department for Administration of Foreign Exchange and Customs;
• Assisting foreign investors in obtaining lease of factory premises and acquisition of land use rights;
• Assisting foreign investment enterprises in obtaining preferential treatment provided by national or local governments;
• Assisting foreign investors or foreign investment enterprises in acquisition and transfer of shares and restructuring of companies;
• Assisting foreign investment enterprises in obtaining approval of franchise schemes;
• Advising on termination, dissolution and deregistration of foreign investment enterprises;
• Advising on setting-up and operation of investment companies by foreign investors;
• Advising on tax issues in respect of foreign investment enterprises of PRC, foreign companies and individuals.

D. Securities

• Preparing proposal for listing of companies in Hong Kong, Shanghai or Shenzhen, Singapore or other Stock Exchanges;
• Assisting such companies in preparing necessary documents for the purpose of obtaining preliminary approval from relevant government authorities;
• Assisting such companies in preparing and arranging transfer of assets, equitable interest and industrial and intellectual properties;
• Assisting such companies in reorganization of its assets, operations, equitable interests and employment schemes for the purpose of meeting listing requirements;
• Assisting such companies or underwriters in preparing listing documents, such as promoters' agreements, memorandum and articles of association, service agreements of directors and key personnel, prospectus, underwriting agreements, share deposit agreements and share registration agreements;
• Facilitating communication between such companies and the stock exchange and answering questions raised by the exchange;
• Advising listed companies and their directors on compliance with relevant Hong Kong, PRC and foreign laws governing listing and share transactions;
• Advising on merger and acquisition of listed companies including purchase of "shell" companies;
• Assisting in preparing documents required for bonus issue, rights issue, annual general meeting, extraordinary general meeting and connected transactions, advising on making public announcements relating to discloseable transactions;
• Advising on issue of convertible bonds and other securities by listed or unlisted companies;
• Advising on overseas listing of Hong Kong related companies (including China, Singapore, United States and other countries);
• Advising on promotion, setting-up and operation of investment funds (including Sino-foreign cooperation funds).

E. Banking and Finance

• Commercial loans (both secured and unsecured);
• Commercial notes and letters of credit;
• Project finance;
• Syndicated loans;
• Undertaking, guarantee and bond;
• Issuance of bonds and commercial notes;
• Various financial arrangements;
• Establishment of representative offices or branch offices in China and Hong Kong for foreign financial institutions.

F. Real Estate and Construction Law in Hong Kong and China

• Sale and purchase, exchange and transfer of real property and related transactions;
• Lease of real estate;
• Tender or bid for construction projects;
• Construction contracts;
• Real estate project financing;
• Grant, transfer, lease or mortgage of land use rights in China;
• Large plot land development by foreign investors in China;
• Setting-up of real estate companies and development of real estate projects in Hong Kong and China by foreign investors;
• Cooperation joint venture relating to development of real estate projects in China.

G. Intellectual Property in Hong Kong and China

• Filing trademark applications; replying to official responses; and revocation of trademarks;
• Attending to procedures in respect of trademark license and assignment;
• Providing services in respect of negotiation, sale and purchase of trademarks;
• Providing services in respect of trademark search and logo design;
• Providing investigation, evidence collection and consultancy services to parties in trademark disputes, assisting in taking infringement actions and application for administrative intervention in China;
• Preparing patent applications, applications for review, revocation of patent and declaring invalidation of a patent;
• Initiating legal proceedings with courts for review of decisions of the Patents Registry in respect of applications for review, revocation of patent or declaring invalidation of patent;
• Providing investigation, evidence collection and consultancy services to parties in patent disputes, assisting in taking infringement actions and application for administrative intervention in China;
• Attending to patent license or assignments;
• Registration of company names;
• Valuation of intangible assets;
• Advising on unfair competition issues.

H. Litigation, arbitration and enforcement of judgments in Hong Kong and China

• Advising clients relating to commercial disputes;
• Acting for clients in respect of matrimonial matters, protection of minors and women and probate matters;
• Acting for the accused in criminal matters;
• Advising client relating to product liability or protection of consumer interest;
• Advising clients in respect of employment disputes and mandatory provident funds issues;
• Judicial review and administrative law;
• Acting for client in arbitration cases in respect of commercial disputes;
• Advising on international trade, transfer of technology, international commerce and maritime matters;
• Acting for clients in construction disputes;
• Compensation for personal injuries;
• Enforcement of judgments and arbitration awards.

I. China-Appointed Attesting Officer

• Legalization of documents signed in Hong Kong for use in China including but not limited to all kinds of commercial agreements, facts and opinion, corporate and personal identity (For details of "CHINA ATTESTING SERVICES" please refer to the other relevant session of the web site).

J. Miscellaneous Legal Services

• Issuing legal opinion and letters before action;
• Attestation and notarization of documents by lawyers and China-Appointed Attesting Officer.