Areas of practice
Mr. Song Siyu specializes in litigation and arbitration, consistently focusing on dispute resolution and compliance matters in the capital market. He is particularly experienced in handling disputes over securities, corporate governance, and financial asset management. Known for his open, innovative, and holistic strategies, he has helped numerous clients achieve business objectives through tailored, effective legal perspectives.
In the field of securities litigation, Mr. Song has extensive experience. Since 2010, he has advised on disputes over corporate control of listed companies, involving more than 27 public companies listed on the Shenzhen Stock Exchange, Shanghai Stock Exchange, and the Hong Kong Stock Exchange, and established substantial market influence. These projects are highly specialized and adversarial, which require the lawyers to possess in-depth expertise in comprehensive legal services and strong commercial acumen, involving privatization disputes, corporate takeover and asset control disputes, contractual control (VIE structure) disputes, shareholder equity distribution disputes, equity transfer disputes, earn-out and share cancellation disputes, corporate resolution validity disputes, shareholder/management fiduciary duty disputes, shareholder inspection right disputes, shareholder qualification confirmation disputes, asset management plan/partnership governance disputes, and guaranteed return disputes. Such projects also involve tender offers, equity change disclosures, responses to regulatory inquiry/monitor letters, shareholder-convened extraordinary general meetings, corporate registration modifications, license and seal management, responses to regulatory investigations or disciplinary actions related to suspected securities violations, public relations crisis management, corporate/asset/business restructurings, and anti-takeover measures at both the corporate and subsidiary levels.
In the field of securities compliance, Mr. Song has represented listed companies, and their controlling shareholders, actual controllers, and senior executives in responding to preliminary inquiries, formal investigations, and proposed penalties initiated by securities regulatory authorities in connection with suspected misrepresentation, insider trading, market manipulation, short-swing trading, and non-compliant share disposals. He has also provided legal support in administrative hearings and reviewing procedures, and has represented clients in large-scale securities class actions brought by shareholders following regulatory penalties. Mr. Song has a proven track record of helping clients avoid investigations, avoid or mitigate administrative penalties, and significantly reduce civil liability.
In the field of corporate litigation, Mr. Song has focused on corporate investment, financing, and merger and acquisition related disputes since 2009. He has handled a wide range of cases, including disputes over control of non-listed companies, cross-border equity investments/takeovers, disputes over original shares/warrants, employee share schemes/executive equity/option incentives, capital increase/equity transfer, equity/stock/equity interest repurchase, nominee shareholding, shareholder qualification, on-exchange/off-exchange stock pledge financing, unauthorized guarantees, validity of corporate resolutions, shareholder inspection rights, misconduct by shareholders/executives harming the interests of the company/shareholders, creditor interests impairment, performance-based agreements, and company dissolution and liquidation. Mr. Song offers a systematic, comprehensive, and commercially-focused perspective on corporate litigation. Some of the cases he has represented have been selected as guiding cases for court rulings or published as typical cases in the People's Judicature and People's Court Daily.
In the field of financial asset management, Mr. Song has a deep understanding of evolving financial regulatory policies and judicial trends. He has led a broad spectrum of cases, including disputes over note financing, structured equity/debt hybrid financing, fund custody, inter-financial institutions reverse repurchase forward contracts, financial factoring product, foreign exchange/commodities/financial derivatives, private bond repayment/custody, private fund management and custody contracts, return allocation and subordinated investor claims under asset management plans. He has also represented clients in subrogation claims in private partnerships, and special procedures such as enforcement of secured assets and notarized debt enforcement.
In the field of private equity funds, Mr. Song has represented a wide range of stakeholders, including fund investors, managers, shareholders of fund managers, custodians, distributors, investment advisors, target companies, and their shareholders and executives. He has a thorough and nuanced understanding of the needs, priorities, and challenges faced by different parties, enabling him to develop targeted, effective offensive and defensive strategies. Beyond litigation and arbitration, he also assists clients in responding to administrative regulatory complaints, investigations, and penalties, and handles criminal reports and criminal risk mitigation arising from highly contentious disputes. Mr. Song has successfully represented private fund managers in responding to litigation, arbitration, and administrative proceedings initiated by nearly 200 investors, involving 17 funds and 25 underlying assets (debts, equities, stocks, quantitative strategies, total return swaps, etc.). His extensive experience in this area has contributed to a strong track record of favorable outcomes.
Mr. Song is highly motivated and innovative in emerging practice areas. He excels at devising creative solutions in high-conflict, high-profile cases. Throughout his career, he has secured numerous precedent-setting rulings and injunctive relief orders, including restrictions on capital increase diluting shareholding and injunctions limiting shareholders’ right of inspection. His representative cases include:
• China’s first favorable judgement upholding restrictions on shareholder rights in a listed company;
• China’s first favorable judgement affirming the legality of acquisition conducted by a stake-building party in a listed company;
• China’s first injunction preventing a listed company from depriving shareholders of voting rights;
• China’s first injunction addressing vote-counting rules for elections at a listed company’s shareholder meeting;
• China’s first judgement involving control acquisition of a listed company via market-based offer;
• China’s first judgement defining the conversion conditions of convertible bonds held by a controlling shareholder of a listed company;
• China’s first favorable judgement invalidating an unlawful guarantee made through bill endorsement by a listed company;
• China’s first favorable judgement invalidating an unlawful guarantee involving certificate of deposit pledged by a listed company’s controlling subsidiary;
• China’s first favorable judgement achieving company takeover and asset preservation;
• China’s first favorable judgement on custody disputes of privately placed bonds in the inter-bank market; and
• Guangdong Province’s first favorable judgement on the validity of lease-and-operate arrangements for gas stations.
Mr. Song currently serves as an arbitrator at the Shenzhen Court of International Arbitration, a mediator at the China Securities Legal Services Center, and a mediator at the Shenzhen Securities and Futures Dispute Resolution Centre.
He was named one of the “2024 ALB China Top 15 Litigators” by Asian Legal Business (ALB) and has consecutively received “Leading Individual” and “Highly Recommended Lawyer” recognitions by The Legal 500.
Work experience
Mr. Song joined King & Wood Mallesons in 2009.
Mr. Song holds both a bachelor’s degree and a master’s degree in Jurisprudence from the Law School of Jilin University.
Mr. Song’s working languages are Chinese and English.
