Nancy (Qingnan) Sun

Practice Areas

Mergers and Acquisitions

Corporate and Commercial

Foreign Direct Investment and Overseas Direct Investment

Infrastructure and Construction

Carbon Asset Development and Carbon Finance, ESG, Supply Chain Management

Career

PRC Legal Counsel, Chevalier Limited Hongkong, 2002-01 to 2007-01

Special Counsel, Minter Ellison Lawyers, 2007-09 to 2012-12

Senior Partner, Dacheng Shanghai Office, 2013-01 to present

Professional Memberships

Member of Shanghai Bar Association

Member of Shanghai Pudong New Area Women Lawyers Association

Publications

Series articles: The Low-Carbon M&A Wave has arrived. How Can Enterprises Ride the Tides, Wolters Kluwer, Jan. 10, 2023

Green Supply Chain Management——A required course for enterprise management in a new era of "Dual Carbon", Lexology，Aug. 29, 2022

Key Terms and Major Legal Risks for Direct Trading of Green Electricity, Shoudian.BJX.com.cn, Jun. 6, 2022

Green Electricity Trading Integrated with Renewable Energy Consumption, Shoudian.BJX.com.cn, May. 30, 2022

Green Electricity Trading Featured by “Integration of Certificate and Power”, Lexis Nexis, May. 25, 2022

Series articles: Data Compliance in the Energy and Chemical Industries, Wolters Kluwer, Mar. 18, 2022

Get Ready for GDPR in the Carbon Field – Accelerated Legislation of EU Carbon Border Adjustment Mechanism，Wolters Kluwer, Mar. 14, 2022

Clients

BASF SE

Foxconn Interconnect Technology Limited

Shell

Informa

Weir Group

FMC Corporation

Oshkosh Corporation

KPS Capital

Starkey Group

Blackstone

Work Highlights

Advised Foxconn Interconnect Technology in the acquisition at EUR 186 million of all shares of Prettl SWH GmbH, including conducting legal and HR due diligence of the Chinese entities of the target company, coordinating and leading counsels’ teams in 12 jurisdictions for legal and HR due diligence, reviewing of transaction documents, and providing follow-up legal services.

Advised AcBel Polytech Inc. in the acquisition at USD 505 million of shares in ABB Power Conversion of ABB Ltd., including conducting legal due diligence of the Chinese entities of the target company, leading counsels’ teams in 5 multi-jurisdictions for legal due diligence and reviewing transaction documents.

Assisted BASF with its acquisition of Shanshan Energy. The transaction involved complex transaction issues, including numerous shareholders, delisting of listed companies, and sales restrictions. Sun's team played a crucial role in the design of the transaction structure, the discovery of due diligence issues, the negotiation strategy and the preparation of transaction documents, which has key influence on the promotion of the project.

Represented Hon Hai Precision Industry Co., Ltd (Foxconn) in its acquisition of 50% stake in the automotive chassis module business of ZF Friedrichshafen AG (ZF Group), the world's third largest tier-one supplier of automotive parts and components, with consideration of EUR 560 million, thereby integrating the global production capacity of its new energy automotive business, with specific legal services including reviewing the carve-out plan of the subject business, conducting legal due diligence on multiple entities of the target company in different jurisdictions, and coordinating and leading a team of lawyers in multi-jurisdictions to assist.

Advised Shell (China) Co., Ltd. on the following major projects: advised on the deal structure for Shell’s proposed forestry CCER trading with the counterparty; prepared master agreement for Shell’s proposed national carbon emission allowance swap, offset, ISDA related transaction with other key emission entities; advised on potential legal risks for the proposed carbon assets (carbon emission allowance and CCER) repurchase; advised on qualification for participating in the China National Emission Trading Scheme; developed the transaction structure and cross-border trading rules of VERs; and prepared tailor-made legal analysis for Shell’s business operation from the perspective of newly implemented Civil Code.

Advised China Energy Engineering Group Guangdong Power Design Institute Co Ltd on its investment project in the Philippines, including providing legal opinion on business structures, conducting legal research on relevant laws and regulations, drafting and revising equity investment agreement templates, share purchase agreements and other agreements.

Advised Powerchina Guizhou Electric Power Construction Co Ltd. on three Ukraine solar photovoltaic facility agreements, including reviewing Channelling Payment Agreement, negotiating Payment Authorization Agreement and other agreements.

Advised KPS Capital Partners on its acquisition of Howden, a global leading supplier of air and gas management products and services from Colfax Corporation (U.S.) for an enterprise value of $1.8 billion. including conducting due diligence and issuing due diligence report.

Assisted Blackstone in its partnering with Celanese to form the JV, including reviewing transaction documents and conducting due diligence of three China joint ventures as well as issuing report on the due diligence.

Assisted FMC Corporation in selling its Health and Nutrition business to DuPont and acquiring DuPont’s Crop Protection business in China, including reviewing and localizing the transaction documents, complete the registration formalities and close the local acquisitions.

Assisted Dr. Martens on its businesses in China, including reviewing its distribution agreements, advising on the business models, data protection and assisting the client with its product recall in China.

Assisted Biogénesis Bagó with corporate governance of joint venture in China, including drafting and reviewing corporate rules and policies, advising on other corporate governance-related issues and ways to deal with Chinese joint venture partners and legal issues that may arise.

Assisted Oshkosh JLG, a leading manufacturer and marketer of access equipment, specialty vehicles and truck bodies, with legal support, including commercial contract reviewing, employment, import and export issues and financial lease structure.

Represented China Financial Futures Exchange on the establishment of China Europe International Exchange with Shanghai Stock Exchange and Deutsche Borse AG in Frankfurt. The work scope includes drafting and reviewing the documents for the joint venture, providing legal advice to issues relating to the establishment of the exchange. The establishment of China Europe International Exchange has great significance for supporting the "two-way opening-up of the capital market and RMB internationalization", as well as the “One Belt, One Road” initiative.

Retained by China Export Import Bank for its finance arrangement for Hunan Valin Steel’s acquisition of Fortescue in Australia, which involved drafting and reviewing transaction documents, as well as advising on share pledges, FIRB approvals and compliance issues.

Retained by China Development Bank for its finance arrangement for a project in West Pilbara (approximately AUD 2.2 billion). Her work involved conducting legal due diligence investigation, drafting transaction documents and advising on compliance issues.

Expert in these Jurisdictions

China – PRC Qualified Lawyer

Singapore – Registered Foreign Lawyer

Languages Spoken

Mandarin

English

Education

Awards