Grounded Ingenuity | Refined Results

Leveraging more than twenty years of experience serving clients in the financial sector, our firm has carved out a strong standing as the preferred organisation for businesses in search of tailored and inventive legal guidance.

As a market leading private equity practice, we work alongside our award winning Mergers and Acquisitions practice. We have been advising private equity funds and their sponsors on Hong Kong regulatory requirements for over 15 years. Our clients range from start-ups to established private equity firms with over US$60 billion of assets under management.

WHAT WE CAN DO FOR YOU

Armed with deep insights into our client's industries, Timothy Loh LLP is ready to navigate you through the legal complexities with the following:

Regulatory Framework

We help private equity firms and sponsors establish and operate in Hong Kong in a compliant manner.
Our extensive experience with regulatory compliance, particularly with Hong Kong's laws, helps us to assist you in meeting your obligations while maximizing your opportunities.
Our services comprise:
  • Advising on the establishment of investment operations in Hong Kong, including the need for SFC licensing, the means to avoid triggering SFC licensing requirements, representation and guidance in making SFC licensing applications

  • Advising on ongoing compliance issues including in respect of capital raising and portfolio transactions

  • Preparing documentation, including option agreements and key executive employment agreements

  • Conducting due diligence ahead of any possible commitment to the private equity fund to ensure a smooth onboarding of private equity investors.

Expect complete transparency and unwavering commitment to integrity.

Fund Formation

Our team specializes in crafting financial solutions to address the unique challenges and goals of private equity clients. We take a client-focused approach to help with private equity fund formation.
Our services include:
  • Selection of jurisdiction and type of fund vehicle, e.g. whether it is a Hong Kong limited partnership fund structure (“LPF”), Cayman limited partnership, or otherwise.

  • Preparing limited partnership agreements (“LPAs”)

  • Raising of capital including preparing private placement memoranda (“PPMs”) and subscription agreements and preparing and negotiating side letters

Tax Planning

For the taxation of private equity funds, we can provide tax planning advice designed to minimize:
  • Hong Kong tax on the GP & LPs in respect of management fees and carried interest

  • Tax on upstream distributions from portfolio investments

Portfolio Transactions

We offer guidance in respect of portfolio transactions.
We advise you in respect of the following:
  • Due diligence in respect of potential portfolio investments

  • Structuring of portfolio transactions

  • Deal documentation including term sheets and letters of intent (“LOIs”), sale and purchase agreements (“SPAs”) and shareholder agreements ("SHAs")

  • Co-investments with LPs

Regulatory Enquiries

We work with private equity clients to resolve regulatory enquiries, to address defaults in capital commitments and to ensure optimal outcomes in disputes with co-investors, especially on matters which may have material impact on the value of portfolio businesses

grounded regulatory

COMPLIANCE

We help private equity firms and sponsors establish and operate in Hong Kong in a compliant manner.
Our extensive experience with regulatory compliance, particularly with Hong Kong's laws, helps us to assist you in meeting your obligations while maximizing your opportunities.
Our services comprise:
  • Advising on the establishment of investment operations in Hong Kong, including as regards the need for SFC licensing, means to avoid triggering SFC licensing requirements and representation and guidance in making SFC licensing applications

  • Advising on ongoing compliance issues including in respect of capital raising and portfolio transactions

We help with
  • Option agreements

  • Key executive employment agreements

Our services comprise:
  • Conducting due diligence ahead of any possible commitment to the private equity fund to ensure a smooth onboarding of private equity investors.

Expect complete transparency and unwavering commitment to integrity.

creative financial

SOLUTIONS

Our team specializes in crafting financial solutions to address unique challenges and goals of private equity clients. We take a client-focused approach to help with private equity fund formation. Our services include:
  • Selection of jurisdiction and type of fund vehicle, e.g. whether it is a Hong Kong limited partnership fund structure (“LPF”), Cayman limited partnership, or otherwise.

  • Preparing limited partnership agreements (“LPAs”)

  • Raising of capital including preparing private placement memoranda (“PPMs”) and subscription agreements and preparing and negotiating side letters

For the taxation of private equity funds, we can provide tax planning advice designed to minimize:
  • Hong Kong tax on the GP & LPs in respect of management fees and carried interest

  • Tax on upstream distributions from portfolio investments

We offer guidance in respect of portfolio transactions. We advise you in respect of the following:
  • Due diligence in respect of potential portfolio investments

  • Structuring of portfolio transactions

  • Deal documentation including term sheets and letters of intent (“LOIs”), sale and purchase agreements (“SPAs”) and shareholder agreements ("SHAs")

  • Co-investments with LPs

pragmatic

DISPUTE RESOLUTION

We work with private equity clients to resolve regulatory enquiries, to address defaults in capital commitments and to ensure optimal outcomes in disputes with co-investors or which may have material impact on the value of portfolio businesses
With our pragmatic approach, we stand ready to support your firm through the complexities of dispute resolution.

Let us arrange an appointment with our award-winning lawyers for your case

Contact Us

HOW WE OPERATE

Our pursuit of excellence anchors the firm’s sophisticated approach.

We blend steadfast professionalism with our relentless dedication, enabling us to provide exceptional legal services.

Our practices are encapsulated within these domains:

Sponsor Formation

Sponsor Formation

Work with us to establish investment operations or capital formation operations in Hong Kong and to ensure compliance with Hong Kong regulatory requirements applicable to general partners (“GPs”).

Capital Raising

Capital Raising

We can identify the right fund vehicle and jurisdiction that best aligns with your investment strategy. Whether it is a Cayman limited partnership or a Hong Kong limited partnership fund structure, our approach will always prioritize your goals. Our team diligently prepares the necessary fund documents, this includes limited partnership agreements (“LPAs”), side letters with limited partners (“LPs”) and facilitates capital raising in light of regulatory selling restrictions.

Taxation

Taxation

Navigate Hong Kong tax with our legal advice. We strive to minimize taxation of private equity funds and implications on GPs and LPs, ensuring optimal treatment of distributions, management fees, and carried interest. Upholding our commitment to integrity, we provide accurate, transparent, and effective tax planning services.

Portfolio Investments

Portfolio Investments

We offer advice and insights on portfolio investments from deal structuring to deal exits. Our team helps sponsors negotiate the deal structure and terms of investments, preparing all essential transactional documents. Demonstrating our client-first approach, we work to minimize risks to your investments and to maximize the opportunity to realize anticipated investment returns.

In Private Equity, our practice has been recognised by:

“One of the World’s Leading Practitioners”

“Elite Practitioner”

“Leading Practice”

“Recommended Practice”

“Leading Lawyer”

OUR EXPERIENCE

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