Yulan(Amanda)Guo
Guo Yulan Partner
Cross-Border Investment and Trade
Compliance and Risk Management
Employment and Labor
IP and Technology Innovation
Detailed introduction
Amanda Guo is a partner at Beijing Dacheng Law Offices, LLP (Shanghai). She also serves as the deputy secretary-general of Dacheng Shanghai's Cross-border Investment and Trade Professional Group and as the director of Dacheng China's Belt and Road Construction Research Center. With nearly 20 years of experience, Amanda has extensive expertise in cross-border investment, mergers and acquisitions, compliance, and commercial law. Her practice specializes in complex legal matters, including equity investment and financing, cross-border M&A, and data protection and compliance.
Amanda's legal career includes stints at prestigious international firms such as De Brauw Blackstone Westbroek, the largest Dutch firm, and Minter Ellison, one of Australia's top firms. She is now a partner at Dacheng, where she continues her practice.
Amanda's corporate clients include multinational companies across diverse industries such as manufacturing, chemicals, healthcare, PE/VC, and high-tech. Her representative clients include: Foxconn Group, Weir Group, Schaeffler, Bosch, NXP Semiconductors, Total, CECC, CMEC, BASF, AkzoNobel, BASF Venture Capital Fund, CDFG, Yanzhou Coal Mining, Gotion Hi-Tech, COFCO, Emirates Aluminium, Siemens, Royal Philips, Chanel, Coach, Apple, FrieslandCampina, BYD, Blackstone, KPS Capital, KKR, China Bridge Capital, China-CEE Investment and Cooperation Fund, Altor Fund, and many others.
Amanda has published numerous articles on cross-border investment and financing, which have been featured on leading professional platforms such as Wolters Kluwer, LexisNexis, Lexology, "Tradelaw", and "Tradecom".
With a solid legal background and excellent English language skills, Amanda is an internationally minded lawyer with extensive experience in cross-border mergers and acquisitions, corporate commercial matters, and data compliance. Both Amanda and the projects she has worked on have been recognized in prestigious legal rankings, including IFLR 1000, The Legal 500, Asian Legal Business (ALB), and the Business Law Journal.
Recent major corporate (foreign investment, acquisition) experience includes advising:
- Foxconn Interconnect Technology in the acquisition 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.
- Hon Hai Precision Industry Co., Ltd. (Foxconn) in its acquisition of a 50% stake in the automotive chassis module business of ZF Friedrichshafen AG (ZF Group), the world's third largest tier-one supplier of automotive components, for EUR 560 million, thereby integrating global production capacity for its new energy vehicle business. Specific legal services included reviewing the divestment plan of the subject business, conducting legal due diligence on multiple jurisdictional entities of the target company, and coordinating and leading a team of lawyers from 10 countries, including China, Mexico, India, Malaysia, South Africa, Thailand, the Czech Republic, Canada, Germany, and Vietnam, to review the transaction documents.
- AcBel Polytech Inc. in its US$505 million acquisition of all shares of ABB Power Conversion from ABB Ltd. in the United States to consolidate global production capacity for its new energy vehicle business, including conducting legal due diligence on the Chinese entities of the target company and reviewing transaction documents. The acquisition included conducting legal due diligence on the Chinese entity of the target company, coordinating and leading a team of lawyers from 13 countries, including Singapore, Germany, India, the United States, Germany, Turkey, Vietnam, and Mexico, to conduct legal due diligence, and reviewing and approving the transaction documents.
- Chinese battery maker Gotion High-Tech on its Dh12.8 billion ($1.3 billion in total) construction of Morocco's first electric vehicle battery super-factory, including assisting in analyzing the structure of the proposed transaction, drafting and reviewing the investment agreement with the local national government, and analyzing regulatory compliance requirements.
- A leading new energy company on the establishment of a Saudi joint venture with a local Saudi partner, with a total investment of not less than US$1 billion, to engage in the production and sale of charging piles, including the drafting, review and negotiation of the share subscription agreement, the establishment of the joint venture company, the approval of foreign investment, and the antitrust review, and other related issues.
- A leading global electronics manufacturer on the establishment of its R&D center in UAE and reviewing the investment agreement, including foreign entry, antitrust review, transaction structuring, governmental agreements, company establishment and other related legal issues.
- Chanel on:
- A potential minority investment in the Italian company Raether S.r.l. to develop innovative products in the field of recycled leather, services included due diligence on the target company and its Chinese partners;
- Establishment of a cashmere joint venture in Mongolia, including working with Mongolian lawyers to conduct due diligence on the partners and prepare transaction documents related to the joint venture;
- Establishment of a joint venture in respect of its Italian subsidiary with a Spanish subsidiary of a Chinese group company (i.e. Henan Jiaozuo Longfeng Fur) for the purchase and sale of lambskins and semi-finished lambskin products from Chinese breed lambs raised and processed in China, in particular in Inner Mongolia.
- ALEVO on its joint venture and equity transfer with China Energy Power Fuel Co., Ltd. with a transaction value of approximately US$700 million, including participation in the negotiation of the transaction, drafting of the equity transfer agreement and the joint venture agreement.
- A subsidiary of China State-owned Capital Venture Capital Fund Limited and Morgan Stanley Investment Management Consulting (Shanghai) Limited in its equity investment in Sinopharm (China) Financial Leasing Company Limited, with a new registered capital of RMB 1.5 billion. Services included reviewing the capital increase agreement and joint venture contract, listing on the Shanghai Joint Stock Exchange, assisting in competitive negotiations and project delivery.
- Beko Electric on the sale of its white goods business in China to Konka Group, including due diligence on the buyer, drafting, reviewing and negotiating the asset transfer agreement, supply agreement, service agreement, custody agreement and other transaction documents, as well as advising on the tax implications, transfer of employees and transfer of real estate.
- Weir Group on the division of part of its China business into a separate entity and the sale of its entire shareholding in the entity, including managing the VDR, drafting, reviewing and negotiating asset transfer agreements, equity transfer agreements, transition agreements and other transactional documents, as well as advising on environmental permits and employee transfers, and on the preliminary assessment of the necessity of the merger.
- BorgWarner United Driveline in connection with the public acquisition of all shares of Delphi Technologies, including conducting comprehensive due diligence on the Chinese entities of the target company and reviewing the transaction documents.
- KPS Capital Partners in connection with the sale of its equity interest in Howden Group, including legal due diligence and provision of legal advice involving labor and employment and real estate. Provided legal services to KPS Capital Partners in connection with its sale of DexKo, including sell-side legal due diligence and preparation of Disclosure Schedules in respect of DexKo's PRC subsidiaries.
- BASF Venture Capital (Shanghai) Co., Ltd. on the establishment of a private investment fund management company and investment in a partnership in Suzhou, and conducted legal due diligence on the joint venture parties.
- FMC Corporation on the sale of its health and nutrition business to DuPont and the acquisition of DuPont's crop protection business in China. The transaction involved three sub-transactions, including equity and asset transactions, and a Sino-foreign joint venture.
- US-based fashion retailer Tapestry (formerly Coach) on the repurchase of the distribution business of its brand Stuart Weitzman in Southern China from Pedder Group.
- Oshkosh JLG, a leading U.S.-based manufacturer and marketer of access equipment, specialty vehicles, and truck bodies, on day-to-day legal support, such as commercial contract review, employment matters, import/export issues, and finance lease structuring.
- Hongteng Precision Technology Co., Ltd., a subsidiary of Foxconn Technology Group, on the establishment of its subsidiary in India, including advising on whether Taiwan's investment in India needs to be approved by the government.
- China Changcheng Natural Gas Power in relation to the purchase of interests of two oil fields in Papua New Guinea, including conducting legal due diligence on the project and the target company, providing legal advice on the project structure, and reviewing and negotiating relevant transaction documents.
- China-Central and Eastern Europe Investment and Cooperation Fund on the acquisition of a Slovakia-based healthcare company operating in various countries in China and Europe, including due diligence, analysis of the declaration of a concentration of operators, approvals required for the transaction, transaction documents and settlement matters.
- China National Machinery & Equipment Engineering Company Limited in respect of certain legal issues involved in its 300kt/a electrolytic aluminium technological reform project in Tajikistan, including issuing legal opinions on issues related to sovereign guarantees.
- CEC Group Guizhou Engineering Co. Ltd. on three solar photovoltaic facility project agreements in Ukraine, including reviewing Channelling Payment Agreements, negotiating Payment Authorization Agreements and negotiating and drafting other agreements.
- DTEK, the largest private energy company in Ukraine, on the procurement of 240 MW AC (323 MW DC) for the construction of the Pokrovska solar power plant from a Chinese supplier, Shenzhen Crestec Technology Co. Provided legal services to a Chinese supplier, Shenzhen Crestec Technology Company Limited, for the procurement of inverter substations and DC converter boxes for the construction of 240MW AC (323MW DC) solar power plant in Pokrovska.
- Zhongli New Energy (Hong Kong) Investment Company Limited in relation to the construction of a photovoltaic power plant in Ukraine, including conducting legal due diligence for two target companies in Ukraine and one target company in France.
- China Energy Construction Group Guangdong Electric Power Design & Research Institute Limited in relation to the MEICA project in Hong Kong, including reviewing and amending two English tender contracts and conducting legal risk analysis on the terms of the contracts.
- China Energy Construction Group Jiangsu Electric Power Design Institute Limited in relation to two waste-to-energy power plant project agreements in India, including reviewing the EPC contract, drafting and negotiating the supplemental agreement to the EPC contract, and drafting other framework agreements.
- China Energy Construction Group Guangdong Electric Power Design & Research Institute Co., Ltd. in connection with its cooperation project with Australian Electric Power, including reviewing templates for consortium and consortium agreements and issuing a risk analysis report.
- Suzhou Talesun Photovoltaic Technology Co., Ltd. on its three 315 MW PV power plant projects in Argentina, including legal analysis and advice on legal issues in the EPC contract, Sub-EPC contract, module supply agreement and cable supply agreement.
- Provided legal services in relation to the 5 billion RMB “Indonesia Phase II Project 12×135MW Captive Power Plant” between China Machinery Guoneng Power Engineering Company Limited and Jiangsu Delong Nickel Company Limited.
- CEC Group Jiangxi Electric Power Construction Co., Ltd. in connection with the urban commercial complex project at King Abdulaziz Airport in Saudi Arabia, including reviewing the framework agreement with the owner.
Recent major data protection experience includes advising:
- A US global technology company with extensive range of products delivering power, protection, connectivity, audio and smart home solutions on updating privacy policies to be used on its website, APPs and employees, reviewing the data related sections in commercial agreement, assisting in data mapping and cross-border transfer formalities.
- A US NGO on assisting in the data mapping and cross-border transfer formalities.
- A major Taiwanese multinational electronics manufacturer on its processing and transfer of personal information in China and Vietnam, assisting in cross-border data transfer formalities in China, assisting in drafting and updating its personal data processing consent forms, etc.
- A leading hearing aids production and sale company in US, on the following data protection matters:
- reviewing commercial agreement, assisting in updating privacy policy to be used in its website and APP;
- advisory on data protection related issues;
- assisting in cross-border data transfer formalities in China.
- A leading French cosmetics company on processing of employee personal information in China
- A major Russian commercial bank on cross-border data transfer formalities and processing of personal data in China.
- A major American multinational luxury fashion company on data protection matters, including reviewing and localizing the privacy policy and providing legal advice on cross-border transfer of data.
- A major German multinational chemical producer on data compliance-related issues.
- A British footwear and clothing brand on data protection and cybersecurity matters, including:
- providing legal advice on red flag issues re its e-commerce business cooperation model from the cybersecurity and data compliance perspective.
- reviewing and localizing the website privacy policy and Terms & Conditions.
- advising on the data compliance requirements re implementation of a global HR system.
- providing advice and guidance as to how best conduct the implementation of the ERP project in China, with particular emphasis on data flows and the requirements re hosting the date in China; and
- advising on the legal risks regarding customers’ data transfer and sharing between the company and its offline and online distributors, and
- reviewing other documents regarding personal information protection.
- A British publishing and exhibitions group on the following data protection matters:
- providing legal advice on the compliance requirements for data storage and cross-border transfer as well as server location.
- advising on the requirements for applying for the ICP license, reviewing and commenting on the deal structure of its China business and advising on the possible approaches for the China entity set up.
- A US dentistry provider on the following data protection matters:
- providing legal services on its launch of new business in China, including reviewing the privacy policy and commenting on the deal structure of its China business and advising on the possible approaches for the China entity set up.
- advising on the requirements for applying certificates and licenses (including but not limited to ICP license and medical-related certificates) for business operation in China.
- providing legal advice on the requirements for data collection and cross-border transfer.
- providing legal advice on the usage of data in medical device advertisements.
- A US appliances company on the following data protection matters:
- providing legal advice on the compliance requirements for data storage, usage and cross-border transfer.
- reviewing and amending end-user license agreement for company software from PRC data protection perspective.
- A major US industrial equipment company on reviewing and amending data system agreement for the usage and subscription of JLG’s special vehicle related telematics hardware from PRC data protection perspective, and providing legal advice on the data storage, usage and cross-border transfer contained herein.
- A major US oil and gas equipment company on the following data protection matters:
- providing legal advice on the impact of Data Security Law and PRC Security Law on the company from data protection perspective, particularly on the international exchange and sharing of the securities information and judicial evidence between China and other countries and extraterritorial effects of both Laws.
- providing legal advice on the collection and usage of employees’ personal information during health check organized by the company.
- providing legal advice on the legal requirements on cross-border personal information transmission for concentration management of employment information and documents.
- reviewing and revising the new supply and license agreement templates.
- advising on pre-litigation strategies for its potential dispute with distributors on unauthorized. registration of pesticides.
- A major European wind power company on providing advice on the cyber security related issues, including how to deal with data compliance in the Chinese critical infrastructures (Energy Sector), how to run its email server and Internet Breakout via its central solutions, and how its offshore employees work in compliance with the cybersecurity law when travelling to China.
- A leading Italian company in coffee industry, the work includes providing legal services regarding personal information protection under the PRC law and data transfer impact assessment under the GDPR.
Regulatory Compliance Related Projects Include.
- Advising a major global medical device company in connection with its Chinese subsidiary's compliance with advertising laws and medical device regulations, including assisting the company with internal self-assessments, responding to regulatory investigations, and drafting and reviewing relevant compliance guidelines and other documents.
- Conducting various ongoing internal investigations, including anti-bribery, anti-corruption, conflict of interest, and anti-monopoly investigations, for a global company specializing in healthcare and quality of life in relation to improper business conduct by employees within its Chinese entities.
- Reviewing distributor policies for a global healthcare leader to ensure compliance with China's antitrust laws.
- Reviewing and updating anti-corruption and anti-bribery policies for a global eye care services company.
- Overseeing the complaint hotline for a leading global chemical company, reporting any reported misconduct and recommending solutions.
- Reviewing the Dawn Raider manual and anti-corruption policy for a multinational company engaged in the sales, marketing and distribution of specialty chemicals and food materials.
- Reviewing non-compete agreements applicable to entities in different regions of China for a U.S. stroller manufacturer.
- Advising a leading global supplier of animal nutrition on business misconduct by executives of its Chinese entities and strategies to address such misconduct, including advising on internal investigation strategies, scope of data review, and methods of terminating employment relationships.
- Advising a leading Australian dairy company on its compliance with China's food safety laws, including communication and cooperation with the China Food and Drug Administration.
- Advising a French watch company on its product quality compliance in China.
- Advising a global financial advisory and asset management company on the development of its services and operations in the Chinese market, including advising on compliance issues related to the financial sector.
- - Advising a U.S. private equity fund on compliance issues in relation to its marketing activities in China, including assessing the legality of such activities and reviewing and revising relevant marketing materials.
- Acting for a UK closed-end limited partnership fund in relation to its sale of fund shares to PRC residents, including advising on the requirements for the relevant registration of its marketing documents required in the PRC, analyzing the limitations to be noted when drafting disclaimers, etc.; and
- Acting for the second largest French asset management company in setting up a specific asset management and financial advisory services business in China, including drafting an overview of the regulation of financial advisory services under Chinese law and advising on the form, qualifications and requirements of the regulated activities to be carried out.
P. R. China Lawyer
- “Unlocking Opportunities New Regulations on Foreign Strategic Investments in China's Capital Markets”, Tradelaw, November 5, 2024
- A Guide to Data Protection in Hot Spots for Chinese Enterprises Going Overseas--Vietnam, Tradelaw, Tradecom, etc., September 6, 2024
- A Guide to Data Protection in Hot Spots for Chinese Enterprises Going Overseas - California, U.S.A., Wolters Kluwer, LexisNexis, Lexology, etc., April 24, 2024
- Navigating China's New Regulations Easing Cross-Border Data Flows, Wolters Kluwer, LexisNexis, Lexology, March 28, 2024
- A Guide to Data Protection in Hot Spots for Chinese Enterprises Going Overseas - UK, Wolters Kluwer, LexisNexis, Lexology, Sina Finance, etc., February 26, 2024
- “Unlocking China's Carbon Market-China's Historic Move with New Carbon Trading Regulations” Wolters Kluwer, LexisNexis, Lexology, February 20, 2024
- A Brief Review of the Personal Information Protection Compliance Audit Regulations (Exposure Draft), Wolters Kluwer, LexisNexis, September 6, 2023
- Apart from entering into standard contract, what are the other approaches for transferring data out of China?, Lexology, April.3, 2023
- Ten Q&As for measures for the standard contract for cross-border transfer of personal information, Dentons Insight, Mar. 6, 2023
- Key Matters re Labor Dispatch in Due Diligence Review, Lexology, Feb. 27, 2023
- Five keywords for cross border data transmission, Dentons Insights, Feb.24, 2023
- First 2 Successful Cases of Security Assessment of Cross-border Data Transfer Announced, Lexis Nexis, Feb. 9, 2023
- The low-carbon M&A wave has arrived. How can enterprises ride the tides? (part III), Lexology, Feb 9, 2023
- The low-carbon M&A wave has arrived. How can enterprises ride the tides? (part II), Lexology, Jan 13, 2023
- The low-carbon M&A wave has arrived. How can enterprises ride the tides? (part I), Lexology, Jan. 9, 2023
- Key Matters re Labor Dispatch in Due Diligence Review, Dentons Insights, Sep. 23, 2022
- Green Supply Chain Management——A required course for enterprise management in a new era of "Dual Carbon", Lexology, Aug. 29, 2022A Re-Examination of Data Cross-Border Transfer Approaches in the Context of New Legislations, Dentons Insights, Aug. 29, 2022
- New Opportunities for Foreign Investment in the Telecom Business Further amendment of the Administrative Provisions on Foreign-Invested Telecom Enterprises, Wolters Kluwer, July. 14, 2022
- Key Terms and Major Legal Risks for Direct Trading of Green Electricity, Lexology, June. 18, 2022
- Green Electricity Trading Featured by “Integration of Certificate and Power”, LexisNexis, May. 25, 2022
- Key aspects of legal due diligence in chemical M&A projects, Wolters Kluwer, May. 5, 2022
- Data Compliance in the Energy and Chemical Industries (III), Dentons Insights, Feb. 22, 2022
- Get Ready for GDPR in the Carbon Field – Accelerated Legislation of EU Carbon Border Adjustment Mechanism, Wolters Kluwer, Mar. 14, 2022
- Data Compliance in the Energy and Chemical Industries (II), Dentons Insights, Feb. 22, 2022
- Data Compliance in the Energy and Chemical Industries (I), Dentons Insights, Feb.. 14, 2022
- Data Security Considerations in the M&A Transaction – Going Ahead of "Compliance" (IV): Data Protection Compliance Requirements in the Process of Closing and Post-closing Integration in M&A Transactions, Wolters Kluwer, Jan. 14, 2022
- Data security considerations in the M&A transaction (Ⅲ), Dentons Insights, Dec. 24, 2021
- Healthcare Data Compliance Series (IV), How Shall Internet Medical Enterprises Legally Use Healthcare Data Wolters Kluwer, Dec. 22, 2021
- Data Security Considerations in the M&A Transaction — Going Ahead of "Compliance" (II): Key Considerations of Data Compliance Due Diligence in M&A Transactions, Wolters Kluwer, Dec. 20, 2021
- Healthcare Data Compliance Series (III): How Shall Internet Medical Enterprises Achieve Cross-border Transmission of Personal Healthcare Data in Compliance with Relevant Laws and Regulations, Dentons Insights, Dec. 3, 2021
- Healthcare Data Compliance Series (II): How Shall Internet Medical Enterprises Legally Store and Share Personal Healthcare Data within, Wolters Kluwer, Nov. 26, 2021
- Data Security Considerations in the M&A Transaction— Going Ahead of "Compliance" (I):Data Security Planning before M&A Transactions, Dentons Insights, Nov. 9, 2021
- Healthcare Data Compliance Series (I): How Shall Internet Medical Enterprises Legally Collect Healthcare Data, Dentons Insights, Nov. 16, 2021
- Going Left or Going Right? Anti-Foreign Sanctions Law Brought Challenges to Multinational Corporation, Lexis Nexis, Jun. 17, 2021
- New QFII/RQFII Rules Enacted to Further Accelerate Financial Market’s Opening-up, Lexis Nexis, Oct. 19, 2020
- New Negative List for Foreign Investment Access Released, Dentons Insights, June 21, 2020
- 2020 Version of Negative List for Foreign Investment Access, Wolters Kluwer, July 22, 2020
- Interim Measures for Hong Kong, Macau and Taiwan Residents to Participate in Social Insurance in the Mainland (China) - Employers, have you increased your responsibilities? , Wolters Kluwer, December 19, 2019
- Labor Disputes Frequent in Company M&A? --Talking about those things about labor relations handling in the process of mergers and acquisitions, LexisNexis, September 26, 2019
- The Legal 500 - Recommended Lawyer 2024 in Project and Energy
- IFLR 1000 China Awards —M&A Rising Star 2022, 2023 and 2024
- ALB– Energy & Resources Deal of the 2022 Year: East China
- China Business Law Journal (CBLJ) – The Deal of the Year 2015
- China Law and Practice (CLP) – 2012 Energy Resources Deal of the Year 2012
- Asia Legal Business (ALB) – The Deal of the Year 2009
- International Financial Law Review (IFLR) – M&A Deal of the Year 2009