Future of Chinese Corporate Law
law.com - Article
: "The takeover of China's Harbin Brewery Group last summer was filled with nail-biting excitement worthy of any M&A deal on Wall Street. In May 2004 Anheuser-Busch Companies Inc., acquired 29 percent of the Hong Kong-listed company's shares. In turn, London-based SABMiller, which already owned over 29 percent of Harbin, launched a hostile takeover of the Chinese company three days later. But Harbin's management sided with Anheuser-Busch, and SABMiller withdrew its bid. In July 2004 St. Louis-based Anheuser-Busch bought the brewery for a cool $739 million.
That battle was more than just high drama. In many ways, it signaled the future of Chinese business. Not only did it rank as the first-ever contested takeover of a public Chinese corporation, but also the deal would never have happened just a few years ago because very few Chinese companies listed shares abroad, says Michael Moser, whose law firm, Freshfields Bruckhaus Deringer, represented Anheuser-Busch. He says that the transaction also looked much like any U.S. deal. The lawyers dealt with many of the same issues: due diligence, documentation, representations and warranties. Chinese businesses are famous for their creative accounting, but like those of any corporation that borrows from an international bank, Harbin's books resembled a U.S. company's. "China is becoming much more sophisticated and international," says Moser, who is Freshfields's China managing partner and heads the firm's China Business Group."