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Zhenguo LIU

Partner
Locations:Shenzhen
Title:Managing Partner, Director of Shenzhen Office
Tel:+86 755 8828 6488
Fax:+86 755 8828 6499
Email:liuzg@dehenglaw.com
Working Language: Chinese/ English
Mr. Liu Zhenguo specializes in legal affairs in the areas of corporate governance, issuance of stocks, M&A, and investment and financing. Since 2006, Mr. Liu has served as independent director of several listed companies and has undertaken many major domestic and international M&A transactions.
Representative Matters
  • Overseas IPO
  • Acted as the legal counsel for China Ping An Insurance (Group) Co., Ltd. (601318) issuing H shares on the Hong Kong Stock Exchange
  • Advised Regina Miracle (Holdings) Limited (02199.HK) for its IPO on the Hong Kong Stock Exchange
  • Advised Bank of China Financial Leasing Co., Ltd. (01066.HK) for it IPO on the Hong Kong Stock Exchange
  • Acted as the legal counsel for the spin-off of Country Garden Services Holdings (06098.HK) from Country Garden (02007.HK) and its listing on the Hong Kong Stock Exchange
  • Acted as the legal counsel for the spin-off of Poly PPT DEV (06049.HK) from Poly Developments and Holdings (600048.SH) and its listing on the Hong Kong Stock Exchange
  • Advised Smoore International Holdings Limited for its IPO on the Hong Kong Stock Exchange
  • Advised Ming Yuan Cloud Group Holdings Limited for its IPO on the Hong Kong Stock Exchange
  • Domestic IPO
  • Advised EAST Group Co., Ltd. (300376) on its IPO
  • Advised Guangdong VTR Biotech Co., Ltd. (300381) on its IPO
  • Advised Shenzhen Longood Intelligent Co., Ltd. (300543) on its IPO
  • Advised AFR (300620) on its IPO
  • Advised Shenzhen Institute of Building Research Co., Ltd. (300675) on its IPO
  • Advised Shenzhen SGCircuits Technology Co., Ltd. (300739) on its IPO
  • Advised Hubei W-olf Photoelectric Technology Co., Ltd. (002962) on its IPO
  • Advised Zhuhai Bojay Electronics Co., Ltd. (002975) on its IPO
  • Advised Guangdong Leadyo IC Testing Co.,Ltd. (688135) on its IPO
  • Advised 3onedata Co., Ltd. (688618) on its IPO
  • Advised JWIPC Technology Co., Ltd. (001339) on its IPO
  • Advised Shenzhen CHK Co.,Ltd. (831167) on its IPO
  • M&A
  • Acted as the legal counsel for Ping An Insurance (Group) Co., Ltd. (601318) investing in Shenzhen Development Bank Co., Ltd. (000001), which was the largest M&A deal in the history of the A-share market. It involved two listed companies and three exchanges - Shanghai Stock Exchange, Shenzhen Stock Exchange, and Hong Kong Stock Exchange, and Shenzhen Development Bank and Ping An Bank. The transaction required the approval of the China Banking Regulatory Commission, the application for the exemption of the transfer of state-owned shares, and the anti-monopoly reporting concerning market concentration to the Ministry of Commerce.
  • Acted as the legal counsel for Ping An Trust in its acquisition of Taizhou Commercial Bank
  • Acted as the legal counsel for China Resources Group’s acquiring and restructuring of China Huayuan Group, Huayuan Pharmaceuticals, Shanghai Pharmaceuticals, and Double-Crane Pharmaceuticals. The project involved due diligence of more than 600 pharmaceutical companies, concerning an amount of 50 billion yuan.
  • Acted as legal counsel for the debt restructuring project of China Resources Group’s acquisition of Sanjiu Pharmaceutical Group
  • Acted as legal counsel for the major asset restructuring project for Chengdu Tianxing Instrument Co., Ltd. (000710) issuing shares to acquire an electromechanical equipment company
  • Acted as the legal counsel for a major asset restructuring project for Shenzhen Mindata Corporation (002137) issuing shares to acquire three advertising companies
  • Acted as the legal counsel for a major asset restructuring project for Guangdong VTR Biotech Co., Ltd. (300381) issuing shares to acquire a pharmaceutical company
  • Acted as the legal counsel for Shenzhen Jiawei Photovoltaic Lighting Co., Ltd. (300317) issuing shares to acquire photovoltaic power plants
  • Acted as the legal counsel for Shenzhen SASAC and Air China in a joint acquisition of 65% equity of Shenzhen Airlines
  • Acted as the legal counsel for Shenzhen SASAC and Shenzhen Investment Holdings Co., Ltd. in receiving state-owned equity of 18 listed companies in Shenzhen
  • Acted as the legal counsel for Guangzhou Finance Holdings in an asset restructuring and securitization project, with the volume exceeding RMB 10 billion
  • Acted as the legal counsel for Guangdong Cable Network Co., Ltd. in an asset reorganization and securitization project, with the volume exceeding RMB 10 billion
  • Refinancing
  • Acted as the legal counsel for China Ping An Insurance (Group) Co., Ltd. (601318) in the issuance of RMB 26 billion A-share subordinated convertible corporate bonds
  • Acted as the legal counsel for Shenzhen Mindata Corporation (002137) in its non-public offering of shares
  • Acted as the legal counsel for EAST Group Co., Ltd. (300376) in its non-public offering of shares
  • Acted as the legal counsel for Shenzhen SGCircuits Technology Co., Ltd. (300739) in its non-public offering of shares
  • Acted as the legal counsel for AFR (300620) in its non-public offering of shares
  • Acted as the legal counsel for Shenzhen Magic Design & Decoration Engineering Co., Ltd. (002856) in its non-public offering of shares
  • Acted as the legal counsel for Zhuhai Bojay Electronics Co., Ltd. (002975) in its convertible bonds issuance
Education Background
  • Executive MBA, China Europe International Business School, Shanghai (2014)
  • Graduate of Economic Laws, Renmin University of China, Beijing
  • Bachelor of Laws, Sun Yat-sen University, Guangzhou (1995)
Professional Qualifications
  • Bar admission in P.R. China
Professional Background
  • Mr. Liu Zhenguo joined DeHeng Law Offices as a partner in 2002. Mr. Liu currently serves as the Managing Partner of DeHeng Law Offices, Director of Shenzhen office, and Director of DeHeng Charity Foundation. Prior to that, Mr. Liu worked in law at various institutions and companies including Shenzhen Local Taxation Bureau, Guoxin Securities Co., Ltd. (002736).
Recognitions and Affiliations
  • Guangdong outstanding lawyer from 2012 to 2016
  • Elite talent in Luohu District, Shenzhen in 2017-2022
  • Highly recommended in the Capital markets: M&A, Securitization & Derivatives area according to LEGALBAND Top Ranked Lawyers 2022 Edition
  • Nominated for the A-List 2021(100 excellent Chinese lawyers) by China Business Law Journal
  • Highly recommended in the Capital markets according to Legal 500 Asia-Pacific Guide 2022
  • Highly recommended in the Corporate/Commercial area according to Chambers China Region 2022
  • Highly recommended by IFLR1000 Guide 2022
  • Shortlisted for ALB Managing Partner of the Year 2021: The Coastal Areas
  • Highly recommended in the Capital markets: Equity, M&A area and Best Lawyer of the Year according to IFLR1000 Guide 2021
  • Highly recommended in the Corporate/Commercial area according to Chambers Asia-Pacific Guide 2021
  • Highly recommended in the Capital markets according to Legal 500 Asia-Pacific Guide 2021
  • Highly recommended in the Capital markets: M&A, Securitization & Derivatives area according to LEGALBAND Top Ranked Lawyers 2020 Edition
  • Highly recommended in the Corporate/Commercial area according to Chambers Asia-Pacific Guide 2020
  • Highly recommended in the Capital markets: Equity, M&A area according to IFLR1000 Guide 2019
  • Highly recommended in the Corporate/Commercial area according to Chambers Asia-Pacific Guide 2019
  • Highly recommended in the Corporate/M&A area according to Chambers Asia-Pacific Guide 2014
  • Recommended for IPO law by China Business Law Journal in April 2014
  • Nominated for the China Best M&A Project Award by the ALB in 2011
  • Elected as the member of the 7th Executive Council of Shenzhen Law Society in 2019
Selected Publications
  • Analysis of difficult cases of major asset restructuring of listed companies. Law Press. (August 2015).
Recent Deals
Awards