Olivia Lee

Partner

Head of Greater China Practice

Hong Kong
Business Phone: 852.2533.7878
Business Fax: 852.3009.3392

olivia.lee@troutmansanders.com

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Representative Experience

China Practice and Clients
Ms. Lee has more than twenty years of experience in advising clients on legal aspect of their foreign investment and business operation in China. She advised multinational corporations, private equity funds, banks and securities companies based in North America, Europe and Asia on their direct investments, joint ventures, disposals, restructurings as well as mergers and acquisitions in China. At the same time, she represented many PRC state-owned and private enterprises on their overseas business set-up, pre-listing restructuring, listings, financing, out-bound mergers and acquisitions, as well as debt restructuring and international tax planning. She has particular experience in representing clients in in-bound or out-bound investments in a wide range of business sectors such as hospitality, real estate, financial institutions, healthcare, mining, pharmaceuticals, telecommunications, IT, e-commerce, transportation, construction materials, auto-parts, food and beverage, feed mills, eyewear, manufacturing, distribution and retail, pulp and paper, forestry, oil and gas, and infrastructure projects.

Securities and Capital Markets
Ms. Lee has represented issuers, underwriters and sponsors in a wide range of securities and corporate finance transactions in Hong Kong, the United States and Canada in the last twenty years. These transactions range from direct listings and public offerings, back-door listings, public and private equity and debt financings, corporate spin-offs, restructurings, rights issues, private placements to derivatives such as warrants, convertible notes, bonds, debentures and options. She has also advised various public and private companies on their investments in or share swaps with companies listed in Hong Kong, the U.S. and Canada. Industries involved include mining, oil and gas, petrochemical, construction materials, steel, forestry, pulp and paper, pharmaceuticals, bio-technology, healthcare, cosmetics, food and beverages, hospitality, real property, telecommunications, IT, e-commerce, media and entertainment, manufacturing, distribution and retail of various products, financial institutions, transportation, engineering, and service industries.

Private Equity and Investment Funds
Ms. Lee has represented banks, financial institutions, private equity funds and governments on fund formation, local authorization and registration as well as offering, registration and listing of funds (including private equity funds, hedge funds, government funds as well as venture capital funds). In addition, Ms. Lee has advised on private equity firms in the full range of activities engaged in by such firms and their portfolio companies, ranging from investment activities to exit transactions, including initial and follow-on public offerings and mergers and acquisitions. She has also represented a number of investment funds in their listings on the Hong Kong Stock Exchange and in their applications for SFC authorizations and renewals.

Mergers, Acquisitions and Takeovers
Ms. Lee extensive experience in mergers, acquisitions and takeovers. She has acted for target companies, acquirers, parties to merger in transactions involving the acquisition, takeover or merger of public and/or private companies in China, Hong Kong, Asia and North America. Among the recent mergers, acquisition and takeover transactions in which Ms. Lee has participated are acquisitions of several Chinese companies by U.S and Canadian companies, friendly or hostile takeover of numerous Hong Kong listed companies, merger and acquisition (including leveraged buy-outs) of several Asian companies as well as U.S. and Canadian public and private companies, and the reverse takeover of a number of companies listed in Hong Kong or North America. She has recently successfully acted for a Canadian energy company in negotiating the disposition of its major energy business in Eastern Europe to a Chinese state-owned conglomerate for US$1.9 billion. She has also acted for US public and private companies in acquiring their suppliers and/or competitors in China and Asia, as well as Chinese companies on their out-bound acquisitions of overseas companies. 

Securities Regulations and Licensing of Intermediaries
Ms. Lee has acted for private and publicly listed companies in various Hong Kong securities regulatory matters, including the suspension and resumption of trading of listed securities, investigations related to Codes on Takeovers and Mergers and Share Repurchases, insider dealings in futures and securities, market misconduct and violation of rules involving the Securities and Futures Commission of Hong Kong (SFC) and the Stock Exchange of Hong Kong. In addition, Ms. Lee represents various foreign and local securities brokerages and financial advisory firms with respect to the application for and maintenance in force of their securities licenses in Hong Kong, investigation by the SFC on violation of rules and other legal matters involved in their businesses.

Corporate and Debt Restructuring
Ms. Lee has acted for a number of major Hong Kong-based public companies in their corporate and debt restructurings. Since 1997, she has advised on numerous restructurings involving more than HK$6 billions in debt and has negotiated with approximately 50 banks, major trade creditors and several connected parties of the companies regarding standstill agreements, debt settlement agreements and scheme of arrangements. She has also acted for numerous potential investors in their acquisition of distressed assets, and rescue and acquisition of distressed public companies by injection of new capital and assets into such companies to restructure their debts and maintain their listing status. Those transactions frequently involved seeking white-wash waivers and exemptions from the SFC in connection with the investors’ acquisitions of such companies.

Mining and Renewable Energy
Ms. Lee has broad experience in advising mining and renewable energy companies in their initial public offerings, secondary offerings, reverse take-overs, mergers and acquisitions, financing in Hong Kong, the U.S. and Canada, as well as other corporate issues. She has represented clients from the early, strategic stages of investment and tax structuring to the listing, fund raising and financing of mining and renewable energy projects worldwide.

Hospitality and Commercial Real Estate
Ms. Lee has acted for both international hotel operators and hotel owners with respect to hotel and real estate investment and development in China. She has extensive experience in negotiating hotel management and advisory contracts. She has also assisted international investment banks and hotel operators in the formation of hospitality and real estate funds as well as financing of hotel and real estate projects.

Telecommunications, Information Technology and Entertainment
Ms. Lee has acted for numerous telecommunications, IT and e-commerce companies in providing a full range of legal advice and services related to projects in China and Hong Kong including licensing, business set-up and joint ventures. She actively advises those companies on their corporate structures, contract negotiations, financing and ultimate listings and advises investors investing in such companies.

Presentations & Speaking Engagements
"Listing and Capital Raising in Hong Kong for Mining and Natural Resources Companies", Hong Kong Stock Exchange seminar at PDAC, 8 March, 2010, Toronto, Canada

Acted as the Moderator for the Panel discussing "Emerging Opportunities in Asian Alternatives", 22nd Annual AVCJ Private Equity and Venture Forum, 13 November 2009, Hong Kong  

"Listing of Chinese Companies in Hong Kong and Overseas," presented at various conferences held in China by the Stock Exchange of Hong Kong and various Chinese Government bodies, 2001-2005

Publications
"Promoting Better Corporate Governance – Recent Amendments To The Hong Kong Listing Rules," World Securities Law Report, October 2004

"Market Misconduct under the New Securities and Futures Ordinance," Hong Kong Lawyer, May 2003

"Hong Kong Securities and Futures Ordinance Launches A New Era for the Securities and Futures Market," World Securities Law Report, May 2003

"New Requirements under the Hong Kong Securities and Futures Ordinance – A New Era for the Securities and Futures Market in Hong Kong," Hong Kong Accountant, June 2003

"New Regime for Disclosure of Interests under The Securities and Futures Ordinance," Hong Kong Company Secretary, July 2003

"The Emerging Securities Industry in the PRC - Where Will it Go From Here?", Canada China Business Council's Year Book, November 1998

"Practical Lessons From Recent Experience in China," CIBC Wood Gundy Newsletter, 1995

Public Duties (Highlights)
Dean's Advisory Council Member (Present), Faculty of Law, University of British Columbia

Faculty Advisory Board Member (2009 - Present), Sauder School of Business, University of British Columbia

Advisory Board Member (2003 - Present), World Securities Law Report

Advisory Board Member (2000-2008), Center for Enhanced Learning & Teaching, Hong Kong University of Science and Technology

Chairman (1998-2000) & Governor (1996-2002), Canadian International School of Hong Kong

Chairman (1998-2000), Director (1996-2002) & Advisor (2001-Present), Chinese Canadian Association, Hong Kong

Governor (1998-2000), Canadian Chamber of Commerce, Hong Kong

Other Distinctions
Named one of Hong Kong’s leading Capital Market Lawyers by Asia Pacific Legal 500 for the tenth consecutive year (2001-2010).

Named one of Hong Kong's leading Private Equity Lawyers by Chambers Asia (2009 and 2010).

Ranked as one of Hong Kong’s "Recommended" Private Equity Lawyers by PLC Cross-Border Private Equity Handbook (2005/2006 and 2008/2009).

Named one of Hong Kong’s leading M&A and Corporate Lawyers by Asia Pacific Legal 500 (2005-2006).

Work Experience
Partner & Head of Greater China Practice, Troutman Sanders, 2006-Present
Partner & Head of Capital Markets (China and Hong Kong), Corporate & M&A (Hong Kong), White & Case, 2000-2005
Managing Partner, Goodman Phillips & Vineberg, Hong Kong, 1998-2000
Partner, Osler Haskin & Harcourt, Hong Kong, 1996-1997
Associate, Osler Hoskin & Harcourt (previously Osler Renault Ladner), Hong Kong, 1992-1995
Articled Student/Associate, Borden Ladner Gervais (previously Ladner Downs), Vancouver, 1990-1992

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Education

  • University of British Columbia, LL.B. & B.Comm. (Honour), 1990


Court Admissions

  • Barrister and Solicitor of the Supreme Court of British Columbia, Canada
  • Solicitor of the Supreme Court of England and Wales
  • Solicitor of the High Court of the Hong Kong Special Administrative Region


Languages

  • English
  • Chinese
  • Cantonese
  • Mandarin