Private Equity & Investment Funds


Private Equity & Investment Funds
Zhong Lun is a pioneer of PE/VC and investment funds practice in China. We are regular counsel to a number of prominent PE/VC firms and have also represented numerous emerging growth companies in many high-profiled capital raise transactions. Our practice covers full scope of a PE/VC fund’s operations, including fund raising and formation, investment activities, operation and compliance, and management of portfolios.  
We provide practical solutions, proactive services and cutting-edge advice with respect to our PE/VC funds clients' investment transactions and our emerging company clients’ equity financing deals. We participate in structuring of portfolio companies with flexibility designed either for future overseas listing or Chinese A-share listing as an exit, negotiating on various investor protection mechanisms and other terms, drafting documents and implementing initial and later stage financing transactions. In these projects, we play a role not only as the investors' counsel, but also as a project manager overseeing the entire process. We have significant experience in advising our clients with respect to the establishment and tax arrangement of China-focused PE/VC funds (private equity, venture capital, funds of funds, real estate funds etc.) with various fund structures, including various types of private equity funds, offshore funds, RMB funds established in the form of qualified foreign limited partnerships, cross-order parallel funds etc. We also provide full-scope services for  operations and compliance matters of the private equity funds. 
Our outstanding performance in this area has earned us high praises from a great number of well-known domestic and foreign legal magazines and rating agencies. Chambers Asia-Pacific and The Legal 500 have ranked Zhong Lun as Band 1 in the areas of private equity and investment funds for many consecutive years. We are also frequently selected as one of the best PRC firms in the areas of private equity and investment funds, and have won a great many awards and occupied top spots on many rankings in these areas.

Scope of Services

PE/VC investment and financing
  • Representing PE/VC firms in private equity investment transactions;
  • Representing emerging growth companies’ equity financing;
  • Advising on restructuring of emerging growth companies for IPO;
  • Advising on employee incentive plans; and
  • Advising private equity funds on their investment in and exit from projects.
Fund Formation
  • Registration of private equity managers, registration of changes to material matters, and registration of Asset Management Association of China (AMAC) membership (including issuing legal opinions to the AMAC);
  • Formation of various private equity funds (including private equity, venture capital, funds of funds, real estate funds, QFLP, QDLP, QDII, QDIE, FOF etc.);
  • Representing investors of government guidance funds, fund of funds, and other types of private equity funds in their investment in various domestic and overseas private equity funds;
  • Tax planning relating to investment funds;
  • Change, operation, management and compliance of private equity and fund manager, and other day-to-day legal services; and
  • Liquidation and dissolution of private equity funds.