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Xing Yangs Resume And Selected Deal Sheet0114

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Xing Yang is an attorney admitted to practice in China and New York with over 9 years of experience in Chinese capital markets. He received an LL.M. from Boston University School of Law and has led and participated in numerous financings, mergers and acquisitions, restructurings, and bankruptcies for listed companies in China. He is currently a partner at Zhongxin Xiecheng Law Firm in Guangzhou, China.

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Xing Yang Apt 1101, 8 Lihe St, Jude South Rd, Guangzhou, China Zip Code: 510300 Cell Phone:86-13903005006 Email: yxlaw10@gmail.com Brief Self-introduction Admitted to practice in both China and New York State. Top U.S. law school LL.M. Nine years of Chinese capital market experience. Led and participated multiple large-scale financing, mergers and acquisitions, restructure and bankruptcy projects. Goal-oriented and clear minded with strong interpersonal skill. Committed to career and loyal to family. Education ? LL.M. in Banking and Financial Law, Boston University School of Law, May 2010 ? Master of Economics, Sun Yat-sen University (Zhongshan University), December 2008 ? LL.B., Xiangtan University, July 2001 Bar Status ? Admitted to practice in China in 2003 ? Admitted to practice in New York States in 2010 Experience ? ACCION International, Boston, MA Acted as an intern to coordinate and support the works of compliance manager. Provided specific investigation report on international microfinance legislation regime. Co-drafted and co-revised financing documents. Consulted clients on cross-border microfinance matters. ? Zhongxin Xiecheng Law Firm, Guangzhou, China Associate (September 2004 ¨C December 2008), Partner (December 2008 ¨C July 2009, September 2010 - present) Acted as a key legal advisor to state-owned investment companies and private venture capital companies. Led and participated projects covering initial public offering, additional public offering, private placement, issuance of bonds, mergers and acquisitions and management buyouts for listed companies, including one of the biggest Chinese domestic appliance manufacturers and the biggest express way company of Canton. Conducted due diligence and drafted legal opinion on the disposition of distressed loans for the four biggest state-owned banks and assets management companies. Consulted major state-owned companies on bankruptcy, reform and restructuring matters. Independently acted as litigation representative in multiple cases. ? C & I Partners, Guangzhou, China Junior Associate, April 2003 ¨C April 2004 Conducted due diligence and drafted legal opinion on the disposition of distressed loans for Citibank, Goldman Sachs group. Consulted major state-owned companies on reform and restructuring issues. ? Shantou Ocean (Group) Company, Shantou, China Legislative Assistant, July 2001 ¨C April 2003 Conducted commercial negotiations. Drafted legal memoranda and contracts. Languages ? Native Mandarin, Fluent English, Fluent Cantonese 1
SELECTED DEAL SHEET 2010 ? [Establish Village Banks] ¨C Conducted legislation investigation report on starting foreign funded village banks in India and China. Co-drafted and revised investment documents. Negotiated with the counterparts. ? [Acquire Hong Kong Listed Company] - Represented the biggest state-owned foreign trade company of Guangdong in acquiring a Hong Kong listed company. Supervised documentary due diligence conducted by junior associates. Principal author of due diligence report. 2009 ? [Initial Public Offering] - Participated in the planned initial public offering of an electronic equipment manufacturer. Conducted documentary due diligence. Communicated with corresponding regulatory administration. Drafted prospectus and relevant fillings. Authored legal opinion in respond to regulator¡¯s instructions. Coordinated filings with the Chinese Securities Regulatory Commission (CSRC) ? [Secondary Public Offering] - Represented a major domestic appliance manufacture in a 3 billion RMB secondary public offering. Supervised documentary due diligence conducted by junior associates. Principal author of prospectus and registration forms. Revised underwriting agreement. Communicated with CSRC. Authored legal opinion in respond to relevant regulators¡¯ requirement. ? [Bond Issuance] - Represented a listed expressway company in an 800 million RMB bond issuance. Supervised documentary due diligence conducted by junior associates. Drafted prospectus and registration forms. Revised underwriting agreement, commented on offering circular. Communicated with CSRC. Authored legal opinion in respond to regulator¡¯s instructions. ? [Stock-for-Stock Acquisition] - Represented a major domestic appliance manufacturer in a 700 million RMB stock-for-stock acquisition. Acted as a lead negotiator on transaction documents. Supervised due diligence conducted by junior associates. Communicated with corresponding regulatory administration. Supervised closing. 2008 ? [Securitization] - Represented a listed expressway company in a tolling concession securitization project. Designed the structure of the transaction. Conducted documentary due diligence. Acted as principal author of transaction documents. Coordinated filings with CSRC. ? [Share Incentive Plan] - Represented a major domestic appliance manufacturer in its share incentive plan. Co-designed the structure of the transaction. Acted as principal author of transaction documents. Coordinated filings with CSRC. ? [Stock-For-Assets Acquisition] - Represented a listed expressway company in a stock for toll 2
road and tolling concession acquisition. Negotiated with the counterparty. Acted as principal author of transaction documents. Conducted due diligence. Coordinated filings with CSRC. Authored legal opinion in respond to relevant regulator¡¯s requirement. ? [Bankruptcy] ¨C As a general legal counsel of a bankruptcy trust of a state-owned company who is the controlling shareholder of a listed company. Issued legal opinion in respond to court¡¯s instruction. Coordinated with relevant government agencies on issues regarding disposition of state owned assets. Led collection and distribution of bankruptcy property. Supervised due diligence conducted by the bankruptcy trust. 2007 ? [Financial Investment] ¨C As an associate legal counsel, represented a state-owned financial investment company. Consulted issues regarding private equity, venture capital, mergers and acquisitions, private placement. Negotiated with the counterparty. Acted as major author of transaction documents. Conducted due diligence. 2005 ¨C 2006 ? [Non-performing Assets Disposition] ¨C As an associate, represented Bank of China, Industrial and Commercial Bank of China, Construction Bank of China, Agriculture Bank of China in Disposition of non-performing assets. Conducted due diligence. Drafted transaction documents. 3

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Xing Yangs Resume And Selected Deal Sheet0114

  • 1. Xing Yang Apt 1101, 8 Lihe St, Jude South Rd, Guangzhou, China Zip Code: 510300 Cell Phone:86-13903005006 Email: yxlaw10@gmail.com Brief Self-introduction Admitted to practice in both China and New York State. Top U.S. law school LL.M. Nine years of Chinese capital market experience. Led and participated multiple large-scale financing, mergers and acquisitions, restructure and bankruptcy projects. Goal-oriented and clear minded with strong interpersonal skill. Committed to career and loyal to family. Education ? LL.M. in Banking and Financial Law, Boston University School of Law, May 2010 ? Master of Economics, Sun Yat-sen University (Zhongshan University), December 2008 ? LL.B., Xiangtan University, July 2001 Bar Status ? Admitted to practice in China in 2003 ? Admitted to practice in New York States in 2010 Experience ? ACCION International, Boston, MA Acted as an intern to coordinate and support the works of compliance manager. Provided specific investigation report on international microfinance legislation regime. Co-drafted and co-revised financing documents. Consulted clients on cross-border microfinance matters. ? Zhongxin Xiecheng Law Firm, Guangzhou, China Associate (September 2004 ¨C December 2008), Partner (December 2008 ¨C July 2009, September 2010 - present) Acted as a key legal advisor to state-owned investment companies and private venture capital companies. Led and participated projects covering initial public offering, additional public offering, private placement, issuance of bonds, mergers and acquisitions and management buyouts for listed companies, including one of the biggest Chinese domestic appliance manufacturers and the biggest express way company of Canton. Conducted due diligence and drafted legal opinion on the disposition of distressed loans for the four biggest state-owned banks and assets management companies. Consulted major state-owned companies on bankruptcy, reform and restructuring matters. Independently acted as litigation representative in multiple cases. ? C & I Partners, Guangzhou, China Junior Associate, April 2003 ¨C April 2004 Conducted due diligence and drafted legal opinion on the disposition of distressed loans for Citibank, Goldman Sachs group. Consulted major state-owned companies on reform and restructuring issues. ? Shantou Ocean (Group) Company, Shantou, China Legislative Assistant, July 2001 ¨C April 2003 Conducted commercial negotiations. Drafted legal memoranda and contracts. Languages ? Native Mandarin, Fluent English, Fluent Cantonese 1
  • 2. SELECTED DEAL SHEET 2010 ? [Establish Village Banks] ¨C Conducted legislation investigation report on starting foreign funded village banks in India and China. Co-drafted and revised investment documents. Negotiated with the counterparts. ? [Acquire Hong Kong Listed Company] - Represented the biggest state-owned foreign trade company of Guangdong in acquiring a Hong Kong listed company. Supervised documentary due diligence conducted by junior associates. Principal author of due diligence report. 2009 ? [Initial Public Offering] - Participated in the planned initial public offering of an electronic equipment manufacturer. Conducted documentary due diligence. Communicated with corresponding regulatory administration. Drafted prospectus and relevant fillings. Authored legal opinion in respond to regulator¡¯s instructions. Coordinated filings with the Chinese Securities Regulatory Commission (CSRC) ? [Secondary Public Offering] - Represented a major domestic appliance manufacture in a 3 billion RMB secondary public offering. Supervised documentary due diligence conducted by junior associates. Principal author of prospectus and registration forms. Revised underwriting agreement. Communicated with CSRC. Authored legal opinion in respond to relevant regulators¡¯ requirement. ? [Bond Issuance] - Represented a listed expressway company in an 800 million RMB bond issuance. Supervised documentary due diligence conducted by junior associates. Drafted prospectus and registration forms. Revised underwriting agreement, commented on offering circular. Communicated with CSRC. Authored legal opinion in respond to regulator¡¯s instructions. ? [Stock-for-Stock Acquisition] - Represented a major domestic appliance manufacturer in a 700 million RMB stock-for-stock acquisition. Acted as a lead negotiator on transaction documents. Supervised due diligence conducted by junior associates. Communicated with corresponding regulatory administration. Supervised closing. 2008 ? [Securitization] - Represented a listed expressway company in a tolling concession securitization project. Designed the structure of the transaction. Conducted documentary due diligence. Acted as principal author of transaction documents. Coordinated filings with CSRC. ? [Share Incentive Plan] - Represented a major domestic appliance manufacturer in its share incentive plan. Co-designed the structure of the transaction. Acted as principal author of transaction documents. Coordinated filings with CSRC. ? [Stock-For-Assets Acquisition] - Represented a listed expressway company in a stock for toll 2
  • 3. road and tolling concession acquisition. Negotiated with the counterparty. Acted as principal author of transaction documents. Conducted due diligence. Coordinated filings with CSRC. Authored legal opinion in respond to relevant regulator¡¯s requirement. ? [Bankruptcy] ¨C As a general legal counsel of a bankruptcy trust of a state-owned company who is the controlling shareholder of a listed company. Issued legal opinion in respond to court¡¯s instruction. Coordinated with relevant government agencies on issues regarding disposition of state owned assets. Led collection and distribution of bankruptcy property. Supervised due diligence conducted by the bankruptcy trust. 2007 ? [Financial Investment] ¨C As an associate legal counsel, represented a state-owned financial investment company. Consulted issues regarding private equity, venture capital, mergers and acquisitions, private placement. Negotiated with the counterparty. Acted as major author of transaction documents. Conducted due diligence. 2005 ¨C 2006 ? [Non-performing Assets Disposition] ¨C As an associate, represented Bank of China, Industrial and Commercial Bank of China, Construction Bank of China, Agriculture Bank of China in Disposition of non-performing assets. Conducted due diligence. Drafted transaction documents. 3