Assisting in Carbon Neutrality and Dacheng Law Lawyers Assist Clients to Complete Major Asset Transactions in the Clean Energy Industry

Recently, based on their years of experience in the clean energy field, the Team of Dacheng Law Offices provided a clean energy investment company (hereinafter referred to as the "Client") with full-process legal services on major assets sales in the wind power field of clean energy industry.

This Project has the following characteristics:

Firstly, the asset scale is large. The Client holds and operates more than 10 wind power asset projects with an accumulative installed capacity of more than 1GW in total, and the assets are distributed in several domestic provinces, municipalities and autonomous regions. Secondly, the ownership structure of the assets is complex. There are project companies wholly-owned by the Client and those with minority shares held by the Client. Thirdly, the method of asset sales is novel. The aforesaid asset transaction was carried out in the form of inviting multiple parties to bid on quotations in 2 batches. The ultimate buyer was determined according to the total amount of quotations as well as the transaction terms and conditions, so that the transaction price and conditions better reflect the supply and demand relationship in the market as well as the equal bargaining positions of the two parties to the transaction. Fourthly, the ultimate buyer is of multiple types. There are not only first-level wholly-owned subsidiaries of central enterprises, but also public companies listed overseas whose main business is in mainland China. Fifthly, the transaction structure is complex. Among the more than 10 project companies involved in this transaction, the equity of the project company wholly-owned by the Client is sold according to the decision of shareholders. The relevant project company in which the Client holds a minority equity has, after several rounds of negotiations, reached a decision that other shareholders will waive their pre-emptive rights and jointly sell the project company under the same conditions. Some relevant project company in which the Client holds a minority equity has, after several rounds of negotiations, finally reached a decision that other shareholders will waive their pre-emptive rights but continue to retain the equity of the project company. Sixthly, the transaction cycle is long. It took more than a year from preparation for sale; invitation of quotation from potential investors; due diligence of legal, technical and financial affairs and asset evaluation by potential investors; to the initial decision by investors; pre-disclosure; initial decision by the Board of Directors; public disclosure; and final decision by the Shareholders' Meeting. Seventhly, the professional service agencies engaged by the parties to the transaction are of high level, strong capacity and have a large team. In this transaction, the Client, potential investors and the Buyer have engaged professional institutions such as financial advisors, audit, asset evaluation and legal services to deeply participate in the transaction, which provided strong support for the ultimate conclusion of the transaction.

In this major clean energy asset transaction, Mr. Song, senior partner of Dacheng, and his team, partner of Dacheng, accepted the entrustment of the Client, provided the whole process legal services, including sorting out the laws and regulations of the project company and assets, designing the transaction structure, drafting and revising the transaction documents, several rounds of negotiation with potential investors or buyers, and coordinating with various intermediaries, and successfully assisted the Client to complete the transaction. Mr. Wei Jingyu, Ms. Huang Shiyi and other members of the team have fully participated in the aforesaid services.

Mr. Song and the Team have extensive legal services experience in the energy and mining industries, and experience in the professional areas of onshore and offshore wind power, photovoltaic power, hydrogen energy and hydrogen fuel cell projects and technology development & investment, asset operations and management, carbon trading and green electricity trading, mergers and acquisitions, securities issuance, etc. Mr. Song and the Team have extensive experience in the energy and mining industries. Mr. Song and the Mr. Wen Team provided efficient and quality legal services to clients in this transaction and won trust and high praise from clients.