Clare To
Partner Title:Partner of the Hong Kong office
Tel:+ 852 2186 5788 / +852 3916 3318
Email:clareto@dehenglaw.com.hk
Working Language: Chinese/ English /Cantonese
Clare’s practice areas cover corporate finance, cross-border mergers and acquisitions, and corporate commercial matters. She has participated in numerous capital markets transactions, with experience encompassing initial public offerings, takeover offers, post-listing financings, and other general corporate matters. Clare also specialises in advising Hong Kong-listed companies on compliance with the Listing Rules, the Codes on Takeovers and Mergers and Share Buy-backs, and related Hong Kong laws and regulations.
Representative Matters
- Mergers and acquisitions and fund-raising
- Acting for a Hong Kong listed company which provides application performance management solutions and central bank digital currencies network system products and service solutions in the PRC in placing of new shares with proceeds of approximately HK$100 million, which shall be utilized for development new technologies and expansion into new virtual asset services business in overseas markets.
- Acting for a Hong Kong listed company principally engaged in manufacture and sale of novelties, decorations and toy products in completing rights issue on a non-underwritten basis, with proceeds primarily used to develop its existing business and explore business opportunities related to artificial intelligence large models.
- Acting for a Hong Kong listed Shandong state-owned enterprise (SOE) principally engaged in industrial investment, standard investment business, non-standard investment business and licensed financial services in the PRC and Hong Kong in the PRC and Hong Kong, as offeror in acquiring further interests in another Hong Kong listed Shandong SOE principally engaged in the investment, development, construction, operation and management of photovoltaic power businesses, wind power businesses and clean heat supply businesses in the PRC. This constituted a major and connected transaction for the offeror with consideration of approximately HK$540 million. Also advised on the mandatory unconditional cash offer as well as related acquisition and offer financing, with the offer valued at approximately HK$1 billion based on the offer price.
- Acting for a subsidiary of a Hong Kong listed Beijing SOE principally engaged in urban services, hazardous waste treatment business and waste electrical and electronic equipment treatment business in the PRC, as purchaser, in the acquisition of exchangeable bond in order to acquire entire interests in a subsidiary of another listed company in Hong Kong which is principally engaged in provision of environmental hygiene services.
- Acting for a Hong Kong listed Shandong SOE principally engaged in the investment, development, construction, operation and management of photovoltaic power businesses, wind power businesses and clean heat supply businesses in the PRC in the introduction of strategic investors to its subsidiary through capital injection, which constituted a deemed disposal transaction. The transaction constituted a very substantial disposal transaction.
- Acting for Grand T G Gold Holdings Limited (stock code: 8299) in rights issue involving capital reorganization, change in board lot size, connected transaction in relation to the underwriting agreement, special deals and application for whitewash waiver.
- Capital Markets
- As Sponsor's Hong Kong Legal Advisor
- Acting for Zhongtai International Securities Limited as the sole sponsor, in relation to the global offering of Runhua Living Service Group Holdings Limited (stock code: 2455) on the Main Board of the Stock Exchange of Hong Kong Limited (HKSE). The company is a property management service provider in the PRC, with a primary focus in Shandong Province.
- Acting for Grand Moore Capital Limited as the sole sponsor, in relation to the share offer of FAR International Holdings Group Company Limited (stock code: 2516) on the Main Board of HKSE. The company is a cross-border e-commerce logistics service provider based in the PRC.
- Acting for Cinda International Capital Limited as the sole sponsor, in relation to the share offer of Shenghui Cleanness Group Holdings Limited (stock code: 2521) on the Main Board of HKSE. The company is a cleaning and maintenance services provider in the PRC and one of the well-established property cleaning service providers in Guangdong province.
- Acting for Southwest Securities (HK) Capital Limited as the sole sponsor, in relation to the global offering of Hevol Services Group Co. Limited (stock code: 6093) on the Main Board of HKSE. The company is a PRC property management services provider.
- Acting for Ballas Capital Limited as the sole sponsor, in relation to the global offering of Shinelong Automotive Lightweight Application Limited (stock code: 1930) on the Main Board of HKSE. The company is a developer and major supplier of customised moulds in the PRC.
- Acting for TC Capital International Limited as the sole sponsor, in relation to the share offer of Hanvey Group Holdings Limited (stock code: 8219) on GEM of HKSE. The company is a OEM/ODM watch manufacturing company.
- As Company's Hong Kong Legal Advisor
- Acting for C-Link Squared Limited (stock code: 1463) for its listing on the Main Board of HKSE. The company is a Malaysia-based outsourced document management services provider and related software application and enterprise software solutions developer.
- Acting for Xin Yuan Enterprises Group Limited (stock code: 1748) for its listing on the Main Board of HKSE. The company is a tanker chartering services provider.
- Acting for WAC Holdings Limited (stock code: 8619) for its listing on GEM of HKSE. The company provides construction engineering consultancy service.
- Acting for Ever Harvest Group Holdings Limited (stock code: 1549) for its listing on the Main Board of HKSE. The company is a Hong Kong waterborne trade and freight service providers.
- Acting for Jujiang Construction Group Co., Ltd. (stock code: 1459) (H shares) for its listing on the Main Board of HKSE. The company provides construction contracting business in the PRC.
- Acting for China Yu Tian Holdings Limited (delisted, former stock code: 8230) for its listing on GEM of HKSE. The company manufactures industrial coated glass products in the PRC.
- Acting for Zhejiang Tengy Environmental Technology Co., Ltd. (stock code: 1527) (H shares) for its listing on the Main Board of HKSE. The company engages in atmospheric pollution control solution business in the PRC.
- Acting for Xinming China Holdings Limited (stock code: 2699) for its listing on the Main Board of HKSE. The company engages in property development business in the PRC.
Education Background
- Postgraduate Certificate in Laws (PCLL) from the City University of Hong Kong (2012)
- Juris Doctor from the City University of Hong Kong (2011)
Professional Qualifications