29 September 2018

King & Wood Mallesons advises BAIC BluePark on split share reform and major assets restructuring, creating “the first listed new energy vehicle manufacturer”

On 27 September 2018, BAIC BluePark New Energy Technology Co., Ltd. (“BAIC BluePark”) completed the split share reform and major assets restructuring of Chengdu Qianfeng Electronics Co., Ltd. (SSE: S*ST 前锋, “Qianfeng”), one of the last two split-share structured companies in China’s A-share market. Since the launch of its non-tradable share reform program in January 2007, Qianfeng had been proceeding with the reform for more than a decade. The current split share reform and major assets restructuring not only solved Qianfeng’s non-trading share problems left over by history, but also realized the independent listing of Beijing Electric Vehicle Co., Ltd. (“BAIC BJEV”), making BAIC BJEV “the first listed new energy vehicle manufacturer”.

BAIC BJEV, a subsidiary controlled by BAIC Group, focuses on the R&D, manufacturing, sales and service of new energy passenger vehicles and core parts and components. As a leader in Chinese new energy vehicle industry, BAIC BJEV is the first licensed and also the first profitable new energy vehicle manufacturer. The split share reform and major assets restructuring scheme consisted of: 1) share donation from non-tradable shareholders to tradable shareholders; 2) major assets exchange and issue of shares to purchase assets and related transactions and supporting funds raising; and 3) conversion of capital reserve into share capital. It was approved by the CSRC Review Board for Mergers, Acquisitions and Restructurings of Listed Companies on 27 April 2018 and the project was completed satisfactorily on 27 September 2018. Upon the completion, the listed company is renamed as BAIC BluePark New Energy Technology Co., Ltd. (SSE: 北汽蓝谷).

As the counsel to BAIC BluePark in the project, King & Wood Mallesons provided the client with comprehensive, professional, quality and efficient legal services by assisting in solving various complex and difficult issues concerning the non-tradable share reform, major assets restructuring, acquisition and relocation of the listed company, supervision over state-owned assets, administration on access of foreign investment, regulation of new energy vehicle industry etc. The project was led by partners Song Yanyan and Wang Kaiding, and the team members included Huang He, Dong Yangguang, Zhu Qi and Yang Bo. 

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